10-Q/A 1 form10-qa.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

Amendment No. 1

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended May 31, 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 333-208854

 

BORROWMONEY.COM, INC.

(Exact name of registrant as specified in its charter)

 

Florida       65-0981503
(State or other jurisdiction of
incorporation or organization)
      (IRS Employer
Identification Number)

 

512 Bayshore Drive

Ft. Lauderdale, Florida 33304
(Address of principal executive offices including zip code)

 

1-212-265-2525

(Registrant’s telephone number, including area code)

 

 

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

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [  ]

 

Indicate by check mark whether the registrant has submitted electronically 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 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 definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ] Accelerated filer [  ] Emerging growth company [X]
Non-accelerated filer [X] Smaller reporting 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]

 

The total number of shares of common stock, par value $.0001 per share, outstanding as July 8, 2019 was 21,823,000. The Registrant has no other class of common stock outstanding.

 

 

 

 
 

 

EXPLANATORY NOTE

 

This Amendment No. 1 on Form 10-Q/A (this “Amendment”) amends our original Quarterly Report on Form 10-Q for the quarter ended May 31, 2019 filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 9, 2019 (the “Original Filing”).

 

The purpose of this Amendment is to restate the financial statements as of May 31, 2019 and for the three and nine months ended May 31, 2019, to correct certain misstatements in such financial statements which were identified by the Board of Directors on November 8, 2019. Specifically, the Board of Directors has determined that the sales revenue previously booked as revenue for the three and nine months ended May 31, 2019, should have instead been classified as notes payable-related party on the May 31, 2019 balance sheet and that the monies received by the Company that were reflected in the original statement of operations for the three and nine months ended May 31, 2019, were actually funds received from a related party loan from the Company’s President (“Related Party Loan”).

 

Other than to correct the issues identified above and to correct and restate the financial statements as of May 31, 2019 and for the three and nine months ended May 31, 2019, in connection therewith, to make certain minor corrections to the disclosures under “Results of Operations, and make certain corrections to the cover page of this Amendment to comply with the SEC’s Form 10-Q general instructions, this Amendment does not modify or update the Original Filing in any way. This Amendment (which restates the information included in the Original Filing) continues to speak as of the date of the Original Filing and the Company has not updated the disclosure contained herein to reflect events that have occurred since the filing of the Original Filing. Accordingly, this Amendment should be read in conjunction with the Company’s other filings made with the SEC since the filing of the Original Filing, including amendments to those filings, if any.

 

 
 

 

BORROWMONEY.COM, INC.

Table of Contents

 

Part I. Financial Information 1
   
  Item 1. Financial Statements (Unaudited) 1
  Item 2. Management’s Discussion and Analysis of Financial Condition and Result of Operations 9
  Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
  Item 4. Controls and Procedures 13
     
Part II. Other Information 13
     
  Item 1. Legal Proceedings 13
  Item 1A. Risk Factors 13
  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13
  Item 3. Default Upon Senior Securities 13
  Item 4. Mine Safety Disclosures 13
  Item 5. Other Information 13
  Item 6. Exhibits 13

 

 
 

 

PART I – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENT

 

BorrowMoney.com, Inc.

Consolidated Balance Sheets

(unaudited)

 

   May 31, 2019   August 31, 2018 
   As Restated     
Assets          
Cash  $13,418   $5,132 
Prepaid expenses   -    4,000 
Total current assets   13,418    9,132 
           
Total Assets  $13,418   $9,132 
           
Liabilities and Stockholder’s Deficit          
Current liabilities:          
Accounts payable and accrued expenses  $7,388   $2,599 
Accrued interest   40,305    27,105 
Notes payable-related party, current portion   386,319    - 
Total current liabilities   434,012    29,704 
           
Long term debt          
Notes payable-related party   -    330,220 
Total liabilities   434,012    359,924 
           
Stockholders’ deficit:          
Preferred stock 20,000,000 shares authorized $0.0001 par value none issued and outstanding at May 31, 2019 and August 31, 2018   -    - 
Common stock-100,000,000 shares authorized $0.0001 par value issued and outstanding common shares at May 31, 2019 and August 31, 2018 were 21,823,000   2,182    2,182 
Additional paid-in capital   237,818    237,818 
Accumulated deficit   (660,594)   (590,792)
Total stockholders’ deficit   (420,594)   (350,792)
           
Total Liabilities and Stockholders’ Deficit  $13,418   $9,132 

 

See notes to unaudited interim consolidated financial statements

 

1
 

 

BorrowMoney.com, Inc.

Consolidated Statements of Operations

(unaudited)

 

   For the Three Months
Ended May 31,
   For the Nine Months
Ended May 31,
 
   2019   2018   2019   2018 
   As Restated       As Restated     
Revenue  $-   $-   $-   $- 
                     
Operating expenses:                    
Costs related to services   2,255    1,552    5,965    6,502 
General and administrative   7,663    15,094    50,637    78,825 
Total operating expenses   9,918    16,646    56,602    85,327 
                     
Loss from operations   (9,918)   (16,646)   (56,602)   (85,327)
                     
Other expense:                    
Interest expense   (3,871)   (3,118)   (13,200)   (8,641)
Total other expenses   (3,871)   (3,118)   (13,200)   (8,641)
                     
Net loss before income taxes   (13,789)   (19,764)   (69,802)   (93,968)
Income taxes   -    -    -    - 
                     
Net loss  $(13,789)  $(19,764)  $(69,802)  $(93,968)
                     
Basic and diluted per common share amounts:                    
Basic and diluted net loss  $(0.00)  $(0.00)  $(0.00)  $(0.00)
                     
Weighted average common shares outstanding (basic and diluted)   21,823,000    22,007,066    21,823,000    22,050,941 

 

See notes to unaudited interim consolidated financial statements

 

2
 

 

BorrowMoney.com, Inc.

Consolidated Statements of Changes in Stockholders’ Deficit

For the Periods Ended May 31, 2019 and 2018

(unaudited)

 

   Common Stock   Additional
Paid In
   Accumulated   Total
Stockholders’
 
   Shares   Common Stock   Capital   Deficit   Deficit 
               As Restated   As Restated 
Balance at August 31, 2018   21,823,000   $2,182   $237,818   $(590,792)  $(350,792)
Net Loss   -    -    -    (29,055)   (29,055)
Balance at November 30, 2018   21,823,000    2,182    237,818    (619,847)   (379,847)
Net Loss   -    -    -    (26,958)   (26,958)
Balance at February 28, 2019   21,823,000    2,182    237,818    (646,805)   (406,805)
Net Loss   -    -    -    (13,789)   (13,789)
Balance at May 31, 2019   21,823,000   $2,182   $237,818   $(660,594)  $(420,594)
                          
Balance at August 31, 2017   22,073,000   $2,207   $238,793   $(490,190)  $(249,190)
Net Loss   -    -    -    (38,809)   (38,809)
Balance at November 30, 2017   22,073,000    2,207    238,793    (528,999)   (287,999)
Net Loss   -    -    -    (35,395)   (35,395)
Balance at February 28, 2018   22,073,000    2,207    238,793    (564,394)   (323,394)
Repurchase of common stock   (250,000)   (25)   (975)   -    (1,000)
Net Loss   -    -    -    (19,764)   (19,764)
Balance at May 31, 2018   21,823,000   $2,182   $237,818   $(584,158)  $(344,158)

 

See notes to unaudited interim consolidated financial statements

 

3
 

 

BorrowMoney.com, Inc.

Consolidated Statements of Cash Flows

(unaudited)

 

   For the Nine Months Ended
May 31,
 
   2019   2018 
   As Restated     
Cash flows from operating activities:          
Net Loss  $(69,802)  $(93,968)
Changes in net assets and liabilities          
Prepaid expenses   4,000    - 
Accounts payable and accrued expenses   4,789    13,098 
Accrued interest   13,200    - 
Cash used in operating activities:   (47,813)   (80,870)
           
Cash flows from financing activities:          
Payments on related party loans   (45,000)   - 
Proceeds from related party loans   101,099    75,000 
Repurchase of common shares   -    (1,000)
Cash provided by financing activities   56,099    74,000 
           
Change in cash   8,286    (6,870)
Cash- beginning of period   5,132    10,026 
Cash-end of period  $13,418   $3,156 
           
Cash paid for interest  $-   $- 
Cash paid for taxes  $-   $- 
           
Non-cash transactions          
Expenses paid directly by CEO on behalf of the Company  $-   $3,146 

 

See notes to unaudited interim consolidated financial statements

 

4
 

 

BORROWMONEY.COM, INC.

Notes to the Consolidated Financial Statements

For the Three and Nine Months Ended May 31, 2019 and 2018

(Unaudited)

 

NOTE 1 – ORGANIZATION, NATURE OF BUSINESS AND RESTATEMENT

 

On April 28, 2015, Horizon Group Holding, Inc., a Florida corporation, entered into a Share Exchange Agreement (the “Agreement”) with BorrowMoney.com Inc., a New York Corporation (“BMNY”) pursuant to which BorrowMoney.com Inc., would become a wholly-owned subsidiary of Horizon Group Holding, Inc. The share exchange was accounted for as a reverse acquisition with BorrowMoney.com Inc., being treated as the acquiring company for accounting purposes. Pursuant to the agreement the Horizon Group Holding changed its name to BorrowMoney.com, Inc. (BMFL).

 

In connection with the Agreement, the Company acquired 100% of the issued shares of BMNY, Inc., in a share exchange where 10,000 shares of the Company were issued to the shareholders of BMNY in exchange for each share of BMNY for a total issuance of 20,000,000 common shares.

 

BMNY, a wholly-owned subsidiary of the Company as a result of the Agreement, was incorporated under the laws of the state of New York on August 9, 2010.

 

BorrowMoney.com, Inc.’s provides an internet-based platform that can match mortgage and loan providers with prospective borrowers.

 

Restatement

 

During the fourth quarter of 2019, the Company identified errors in the recognition of revenue and accounting for proceeds from a related party. The error was determined to be material and it was determined that prior period filings should be restated. The tables below summarize previously reported amounts and the restated presentation of the balance sheet, statements of operations and statements of cash flows for the affected periods:

 

Balance Sheet

 

   May 31, 2019       May 31, 2019 
   As Reported   Adjustment   As Restated 
Assets               
Current assets:               
Accounts receivable  $3,375    (3,375)  $- 
Total current assets  $16,793    (3,375)  $13,418 
Total Assets  $16,793    (3,375)  $13,418 
                
Liabilities and Stockholders’ Deficit               
Current liabilities:               
Notes payable-related party, current portion  $358,757    27,562   $386,319 
Total current liabilities  $406,450    27,562   $434,012 
Total liabilities  $406,450    27,562   $434,012 
                
Stockholders’ deficit:               
Accumulated deficit  $(629,657)   (30,937)  $(660,594)
Total stockholders’ deficit  $(389,657)   (30,937)  $(420,594)
Total Liabilities and Stockholders’ Deficit  $16,793    (3,375)  $13,418 

 

Statement of Operations

 

   Three Months Ended May 31, 2019 
   2019       2019 
   As Reported   Adjustment    As Restated 
Revenue  $     5,764   $     (5,764)  $     - 
                
Loss from operations  $(4,154)  $(5,764)  $(9,918)
                
Net loss before income taxes  $(8,025)  $(5,764)  $(13,789)
                
Net loss  $(8,025)  $(5,764)  $(13,789)
                
Basic and diluted net loss  $(0.00)  $(0.00)  $(0.00)

 

Statement of Operations

 

   Nine Months Ended May 31, 2019 
   2019       2019 
   As Reported   Adjustment    As Restated 
Revenue  $30,937    (30,937)  $- 
                
Loss from operations  $(25,665)   (30,937)  $(56,602)
                
Net loss before income taxes  $(38,865)   (30,937)  $(69,802)
                
Net loss  $(38,865)   (30,937)  $(69,802)
                
Basic and diluted net loss  $(0.00)   (0.00)  $(0.00)

 

Statement of Cash Flows

 

   Nine Months Ended May 31, 2019 
   2019       2019 
   As Reported   Adjustment    As Restated 
Net loss  $(38,865)   (30,937)  $(69,802)
Accounts receivable   (3,375)   3,375    - 
                
Cash used in operating activities:  $(20,251)   (27,562)  $(47,813)
                
Cash flows from financing activities:               
Proceeds from related party loans  $73,537    27,562   $101,099 
Cash provided by financing activities  $28,537    27,562   $56,099 

 

5
 

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of presentation

 

The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”).

 

The interim unaudited consolidated financial statements as of May 31, 2019, and for the three and nine months ended, May 31, 2019 and 2018, have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period. They do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with the Company’s audited financial statements and notes filed with the SEC for the year ended August 31, 2018.

 

Going Concern

 

The accompanying unaudited interim consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has earned limited revenue since inception and lacks any significant operational history. These matters, among others, raise substantial doubt about our ability to continue as a going concern.

 

While the Company is attempting to generate sufficient revenues, its cash position may not be significant enough to support daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenues.

 

6
 

 

Revenue Recognition

 

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition. In August 2015, the FASB issued ASU No. 2015- 14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (ASU 2016-08) which clarifies the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The new standard further requires new disclosures about contracts with customers, including the significant judgments the registrant has made when applying the guidance. We adopted the new standard effective September 1, 2018 using the modified retrospective method.

 

Revenues are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for transferring those goods or services.

 

Revenue is recognized based on the following five step model:

 

  Identification of the contract with a customer
  Identification of the performance obligations in the contract
  Determination of the transaction price
  Allocation of the transaction price to the performance obligations in the contract
  Recognition of revenue when, or as, the Company satisfies a performance obligation

 

In October 2018 the Company entered into an agreement with Lending Club. The Company will earn a referral fee of $40 for each lead provided to Lending Club. Revenue is generally recognized at the time the “lead” information is turned over to our customer.

 

Costs to Obtain Customer Contracts

 

Sales commissions and related expenses are considered incremental and recoverable costs of acquiring customer contracts. These costs are capitalized and amortized on a straight-line basis over the anticipated period of benefit. We determined the period of benefit by taking into consideration the length of our customer contracts, our technology lifecycle, and other factors. Amortization expense is recorded in sales and marketing expense within our statement of operations. Historically we have not incurred incremental cost to acquire customer contracts.

 

7
 

 

NOTE 3 - RELATED PARTY TRANSACTIONS

 

Related party debt consists of the following as of May 31, 2019 and August 31, 2018, respectively:

 

   Nine Months Ended   Year Ended 
   May 31, 2019   August 31, 2018 
1 note payable to related parties bearing interest at 4% Balance at beginning of year  $330,220   $240,220 
Advances received   101,099    90,000 
Repayments   (45,000)   - 
Balance at end of period   386,319    330,220 
Less current portion   386,319    - 
Due after one year  $-   $330,200 

 

In connection with the note, the Company has an accrued interest obligation as of May 31, 2019 and August 31, 2018, the outstanding balance was $40,305 and $27,105, respectively for the above note. The note is due September 1, 2019 and continues to accrue interest at 4%.

 

The Company utilizes approximately 1,800 square feet of office space in Brooklyn, NY. The space is owned by the President and is provided without charge to the Company. In addition, the company utilizes approximately 1,500 square feet of office space in Fort Lauderdale, Florida which is provided without charge to the Company by the President.

 

8
 

 

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

 

The following information specifies certain forward-looking statements of management of the Company. Forward-looking statements are statements that estimate the happening of future events are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology such as, “may,” “shall,” “could,” “expect,” “estimate,” “anticipate,” “predict,” “probable,” “possible,” “should,” “continue,” or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been complied by our management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.

 

The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and accordingly, no opinion is expressed on the achievability of these forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

 

Overview

 

BorrowMoney.com, Inc. was incorporated in the state of Florida on January 27, 2000, originally known as Sports.com, Inc. Since its inception and up until May 4, 2015, the Company has undergone several name changes, the last being BorrowMoney.com, Inc. On May 4, 2015, the Company became BorrowMoney.com, Inc. Simultaneously, it completed a share exchange with all of the shareholders of BorrowMoney.com, Inc., a New York corporation where 100% of the issued and outstanding shares of the New York Corporation were exchanged for shares in the Florida Corporation which resulted in Borrowmoney.com, Inc., the New York Corporation becoming a wholly owned subsidiary of the Florida Corporation. Unless the context otherwise requires, all references to the “Company,” “we,” “our” “BorrowMoney” or “us” and other similar terms collectively means BorrowMoney.com, Inc.

 

BorrowMoney.com operates what we believe to be the leading online loan marketplace for consumers seeking loans and other credit-based offerings. The Company offer to borrowers “screened lenders” and ensure the lenders trustworthiness and legitimacy. The Company provides institutional lenders with innovative digital solutions by offering fintech technologically advanced gathered leads through an exclusive proprietary platform. Our online marketplace provides consumers with access to product offerings from our Network Lenders, including mortgage loans, home equity loans and lines of credit, reverse mortgage loans, auto loans, credit cards, deposit accounts, personal loans, student loans, small business loans and other related offerings. In addition, we offer tools and resources, including free credit scores, that facilitate comparison shopping for these loans, deposits and other credit-based offerings. We seek to match consumers with multiple lenders, who can provide them with competing quotes for the product they are seeking.

 

We also serve as a valued partner to lenders seeking an efficient, scalable and flexible source of customer acquisition with directly measurable benefits, by matching the consumer inquiries we generate with these lenders.

 

Our BorrowMoney.com platform offers a personalized loan comparison-shopping experience by providing free credit scores and credit score analysis. This platform enables us to observe consumers’ credit profiles and then identify and alert them to loan and other credit-based opportunities on our marketplace that may be more favorable than the loans they may have at a given point in time. This is designed to provide consumers with measurable savings opportunities over their lifetimes.

 

In addition to operating our core mortgage inquiry and Leads business, we are focused on growing our non-mortgage lending businesses and developing new product offerings and enhancements to improve the experiences that consumers and lenders have as they interact with us. By expanding our portfolio of loans and other product offerings, we are growing and diversifying our business and sources of revenue. We intend to capitalize on our expertise in performance marketing, product development and technology, and to leverage the widespread recognition of the BorrowMoney.com brand to affect this strategy.

 

9
 

 

We believe the consumer and small business financial services industry is in the early stages of a fundamental shift to online product offerings, similar to the shift that started in retail and travel many years ago and is now well established. We believe that like retail and travel, as consumers continue to move towards online shopping and transactions for financial services, suppliers will increasingly shift their product offerings and advertising budgets toward the online channel. We believe the strength of our brands and of our lender network place us in a strong position to continue to benefit from this market shift.

 

BorrowMoney.com, Inc.’s main objective is to provide a service for the internet mortgage and loan provider business. BorrowMoney.com, Inc.’s business model envisions providing current, qualified leads to local lending institutions who are currently members of the National Mortgage Listing Service. These leads will represent qualified borrowers in targeted zip code locations where the lender conducts business. Our internet platform offers a portal geared toward providing services to lending institutions who would be our customers. The key function of our platform is to provide qualified leads to local mortgage and lending professionals. The Company monetizes customer inquiries through the use of various advertising methods. The Company sells advertising space on its website and creates revenue through the sale of advertisement space, membership fees and lead packages.

 

We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. As such, we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. If some investors find our securities less attractive as a result, there may be a less active trading market for our securities and the prices of our securities may be more volatile.

 

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We intend to take advantage of the benefits of this extended transition period until we are no longer an “emerging growth company.”

 

We will remain an emerging growth company until the earlier of (1) the last day of the fiscal year (a) following the fifth anniversary of the completion of an offering completed on May, 2017, (b) in which we have total annual gross revenue of at least $1.0 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our common stock that is held by non-affiliates exceeds $700 million as of the prior June 30th, and (2) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period.

 

Limited Operating History

 

We have not previously demonstrated that we will be able to expand our business through an increased investment in our product line and/or marketing efforts. We cannot guarantee that the expansion efforts described in this report will be successful. Our business is subject to risks inherent in growing an enterprise, including limited capital resources and possible rejection of our products and/or sales methods.

 

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Plan of Operations

 

During the next 12 months, we expect to take the following steps in connection with the further growth of our business in the implementation of a plan of operations:

 

We are presently operational with respect to our technology and are ready to obtain agreements with lenders for geographic areas and ZIP Codes. We expect to spend the next 12 months obtaining agreements with lenders, maintaining our Internet-based platform, and begin generating revenues for our marketplace services. Over the next 12 months, our growth is designed to attract a modest level of business aimed at reaching a breakeven point and create consumer and lender awareness of the Company as a reliable and credible Internet-based loan marketplace. The budget for the next 12 months is estimated to be $93,990, which intends to be borrowed from our founding principal and President, Aldo Piscitello. A breakdown of the estimated cost for our next 12 months of operation are as follows:

 

ACCOUNTING SERVICE  $23,000 
AMAZON (AWS) WEB HOSTING SERVICE, AND MAINTENANCE   7,000 
4 EMPLOYEES BASIC EXPENSE COMMISSION BASE ON 1099   20,000 
AOL BACK UP EMAIL SERVICE   120 
E-WIZ SOLUTION, INC, IT UPDATE MAINTENANCE AND SERVICE   10,000 
GODADDY, DOMAIN NAMES HOSTING. SERVICE. AND MAINTENANCE   2,500 
GOOGLE EMAIL SERVICE   550 
LEGAL FEES   2,000 
LIVE CHAT INC, WEB SITE SERVICE   250 
MARKETING MATERIAL   5,000 
NETFLIX.COM, DOWNLOAD SERVICE   100 
OFFICE SUPPLY   1,000 
PERSOLVENT INC, CREDIT CARDS MAINTENANCE SERVICE   220 
PUBLIC STORAGE, RENT FOR COMPUTERS AND OFFICE SUPPLY   1,100 
QUICK BOOKS ONLINE ACCOUNTING SERVICE   550 
OFFICE SPACE RENT   15,000 
TELEPHONE SERVICE   3,800 
THE FINANCIAL SERVICE, RATES UPDATE SERVICE   600 
VSTOCK TRANSFER LLC   1,200 
TOTAL  $93,990 

 

Revenues are expected to be minimal as the volume of lender agreements during this initial stage of operation is expected to be low. We expect to operate at a loss during our initial growth/operating period. No salary is planned to be paid to the President, Directors, or other executive officers until the Company has completed 12 months of operations. Only our contract part time employees will be compensated. We currently have no part time employees.

 

Contingent upon the successful completion of our next 12 months of operation, we plan to aggressively expand our operation and business. Our expansion would be accompanied by an increase in the number of employees to obtain lender agreements for ever-expanding geographic areas.

 

Sources of Revenue

 

BorrowMoney.com will generally be compensated from fees paid by its members and fees paid for supplying “leads” to participating lenders and other financial institutions. However, as of the current date the Company has generated no revenues but is in the final development stage in anticipation of launching its web site gradually in selected markets.

 

Channels of Distribution; Marketing Costs

 

BorrowMoney.com markets and offers services directly to customers through its branded website allowing customers to transact directly with BorrowMoney.com in a convenient manner. The Company has made, and expects to continue to make, substantial investments in online and offline advertising to build its brands and drive traffic to its businesses. The cost of acquiring new customers through online and offline third-party distribution channels has increased, particularly in the case of online channels as internet commerce continues to grow and competition in the housing market increases. BorrowMoney.com expects sales and marketing expense as a percentage of revenue to continue to increase.

 

Results of Operations

 

Three Months ended May 31, 2019 as compared to May 31, 2018

 

The Company had no revenue for the three-month periods ended May 31, 2019 and 2018. We consider web service support costs provided by third parties as costs related to revenue. Such costs were $2,255 for the three-month period ended May 31, 2019 compared to $1,552 for the three months ended May 31, 2018. Due to the fixed nature of these ongoing costs the Company expects to continue to incur the costs regardless of recognizing revenue.

 

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Total operating expenses for the three month period ended May 31, 2019 were $9,918 compared to $16,646 for the three-month period ending May 31, 2018.

 

Nine Months ended May 31, 2019 as compared to May 31, 2018

 

The Company had no revenue for the nine-month periods ended May 31, 2019 and 2018. We consider web service support costs provided by third parties as costs related to revenue. Such costs were $5,965 for the nine-month period ended May 31, 2019 compared to $6,502 for the nine months ended May 31, 2018. Due to the fixed nature of these ongoing costs the Company expects to continue to incur the costs regardless of recognizing revenue.

 

Total operating expenses for the nine month period ended May 31, 2019 were $56,602 compared to $85,327 for the nine-month period ending May 31, 2018.

 

Financial Position, Liquidity and Capital Resource

 

As of May 31, 2019, all cash loaned by the Company to pay its operating and development expenses has been furnished by its founder and President, Aldo Piscitello. With this cash infusion, the Company has incurred no outstanding long-term obligations, other than the debt owed to Mr. Piscitello. Additionally, the Company anticipates offering shares of the Company through a private offering of its securities to supplement its capital requirements. For the nine months ended May 31, 2019 the Company used $47,813 in operating activities and the Company was funded by related party loans of $101,099 offset by repayments of $45,000. The cash balance at May 31, 2019 was $13,418. All advances by Mr. Piscitello accrue interest at 4% and are due September 1, 2019. At May 31, 2019 we have a working capital deficiency of $420,594. Interest expense of $13,200 and $8,641 for the nine- month period ended May 31, 2019 and 2018 was the result of accruals related to Mr. Piscitello’s advances.

 

Critical Accounting Policies

 

Our critical accounting policies, including the assumptions and judgments underlying them, are disclosed in the Notes to the Consolidated Financial Statements. We have consistently applied these policies in all material respects. We do not believe that our operations to date have involved uncertainty of accounting treatment, subjective judgment, or estimates, to any significant degree.

 

Going Concern

 

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Because we have suffered recurring losses from operations and negative operating cash flows, there is substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent on Management’s plans, which include potential asset acquisitions, mergers, or business combinations with other entities, further implementation of its business plan and continuing to raise funds through debt or equity raises. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

As a smaller reporting company, as defined by Rule 229.10(f) (1) of Regulation S-K, we are not required to provide the information required by this Item. We have chosen to disclose, however, that we have not engaged in any transactions, issued or bought any financial instruments or entered into any contracts that are required to be disclosed in response to this item.

 

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Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedure.

 

As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of Aldo Piscitello, who is the Company’s Principal Executive Officer/Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of achieving the Company’s disclosure control objectives. The Company’s Principal Executive Officer/Principal Financial Officer has concluded that the Company’s disclosure controls and procedures are, in fact, not effective.

 

Changes in Internal Controls over Financial Reporting

 

In connection with the evaluation of the Company’s internal controls during the period, Aldo Piscitello, who is both the Company’s Principal Executive Officer and Principal Financial Officer has determined that there were no changes to the Company’s internal controls over financial reporting that have been materially affected, or is reasonably likely to materially effect, the Company’s internal controls over financial reporting.

 

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

 

The Company is currently not a party to any pending legal proceedings and no such action by or to the best of its knowledge, against the Company, has been threatened.

 

Item 1A. Risk Factors

 

Not applicable for smaller reporting company.

 

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

 

None

 

Item 3. Defaults Upon Senior Securities

 

None

 

Item 4. Reserved

 

None.

 

Item 5. Other Information

 

None

 

Item 6. Exhibits

 

  31.1 Certification of Chief Executive Officer
  31.2 Certification of Chief Financial Officer
  32.1 Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002
  32.2 Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002

 

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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  BorrowMoney.com, Inc.
  a Florida corporation
     
Dated: January 6, 2020 By: /s/ Aldo Piscitello
    Aldo Piscitello
   

President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, and Chairman of Board of Directors
(Principal Executive Officer and Principal Accounting/Financial Officer)

 

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