10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2019

Commission file number 0-19041

USA EQUITIES CORP.

(Exact Name Of Registrant As Specified In Its Charter)

Delaware	30-1104301
(State of Incorporation)	(I.R.S. Employer Identification No.)
901 Northpoint Parkway, Suite 302, West Palm Beach, FL	33407
(Address of Principal Executive Offices)	(ZIP Code)

Registrant’s Telephone Number, Including Area Code: (929) 379-6503

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 [  ]

On May 14, 2019, the Registrant had 3,590,135 shares of common stock outstanding.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). 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 (as defined in Rule 12b-2 of the Exchange Act).

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

TABLE OF CONTENTS

Item	Description	Page
	PART I - FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS (unaudited).	3
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION.	11
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	13
ITEM 4.	CONTROLS AND PROCEDURES.	13
	PART II - OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS.	14
ITEM 1A.	RISK FACTORS.	14
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.	14
ITEM 3.	DEFAULT UPON SENIOR SECURITIES.	14
ITEM 4.	MINE SAFETY DISCLOSURE.	14
ITEM 5.	OTHER INFORMATION.	14
ITEM 6.	EXHIBITS.	14

2

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (unaudited)

Condensed Consolidated Balance Sheets - March 31, 2019 and December 31, 2018	4
Condensed Consolidated Statements of Operations - Three Months Ended March 31, 2019 and 2018	5
Condensed Consolidated Statements of Stockholders’ Deficit	6
Condensed Consolidated Statements of Cash Flows - Three Months Ended March 31, 2019 and 2018	7
Notes to the Condensed Consolidated Financial Statements	8

3

USA Equities Corp.

Condensed Consolidated Balance Sheets

	March 31, 2019			December 31, 2018
	(Unaudited)
Assets
Current Assets:
Prepaid expenses	$	875		$	1,750
Total Assets	$	875		$	1,750
Liabilities and Stockholders’ Deficit
Current Liabilities:
Accounts payable and accrued expenses	$	5,850		$	539
Accrued interest expenses		98,342			95,568
Advances from and accruals due to related party		114,117			109,977
Total current liabilities		218,309			206,084
Total long-term liabilities		329,181			329,181
Total liabilities		547,490			535,265
Stockholders’ Deficit:
Preferred stock, 10,000,000 shares authorized, $0.0001 par value; none issued and outstanding					-
Common stock, 900,000,000 shares authorized, $0.0001 par value; 3,590,135 shares issued and outstanding at March 31, 2019 and December 31, 2018		359			359
Additional paid-in capital		720,941			720,941
Accumulated deficit		(1,267,914	)		(1,254,815	)
Total stockholders’ deficit		(546,615	)		(533,715	)
Total liabilities and stockholders’ deficit	$	875		$	1,750

See accompanying notes to the condensed consolidated financial statements.

4

USA Equities Corp.

Condensed Consolidated Statements of Operations

	For the Three Months Ended			For the Three Months Ended
	March 31, 2019			March 31, 2018
	(Unaudited)			(Unaudited)
Revenue	$	-		$	-
Costs and Expenses:
General and administrative		10,325			-
Total general and administrative expenses		10,325			-
Net operating loss		(10,325	)		-
Interest expense		2,774			2,774
Income taxes		-			-
Net loss	$	(13,099	)	$	(2,774	)
Basic and diluted net loss	$	(0.00	)	$	(0.00	)
Weighted average shares outstanding (basic and diluted)		3,590,135			3,588,740

See accompanying notes to the condensed consolidated financial statements.

5

USA Equities Corp.

Condensed Consolidated Statements of Stockholders’ Deficit

(Unaudited)

					Additional					Total
	Common Stock				Paid-In		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
Balance at January 1, 2019		3,590,135	$	359	$	720,941	$	(1,254,815	)	$	(533,515	)
Net loss		-		-		-		(13,099	)		(13,099	)
Balance at March 31, 2019		3,590,135	$	359	$	720,941	$	(1,267,914	)	$	(546,615	)
Balance at January 1, 2018		3,588,740	$	359	$	720,941	$	(1,216,184	)	$	(494,884	)
Net loss		-		-		-		(2,774	)		(2,774	)
Balance at March 31, 2018		3,588,740	$	359	$	720,941	$	(1,218,958	)	$	(497,658	)

See accompanying notes to the condensed consolidated financial statements.

6

USA Equities Corp.

Condensed Consolidated Statements of Cash Flows

	For the Three Months Ended			For the Three Months Ended
	March 31, 2019			March 31, 2018
	(Unaudited)			(Unaudited)
Operating activities
Net loss	$	(13,099	)	$	(2,774	)
Changes in net assets and liabilities:
Decrease in prepaid expenses		875
Increase in accounts payable and accrued expenses		8,085			2,774
Cash flows from operating activities		(4,139	)		-
Financing activities:
Proceeds of related party borrowings		4,139			-
Cash from financing activities		4,139			-
Change in cash		-			-
Cash - beginning of year		-			-
Cash - end of year	$	-		$	-

See accompanying notes to the condensed consolidated financial statements.

7

USA Equities Corp.

Notes to the Condensed Consolidated Financial Statements

Note 1. The Company

USA Equities Corp. (the “Company”, “We” or the “Registrant”) was incorporated in Delaware on September 1, 1983. The Company’s Board of Directors approved the name change from American Biogenetic Sciences, Inc. to USA Equities Corp on May 29, 2015. Prior to ceasing its operations in 2002, the Company was engaged in the research, development and production of bio-pharmaceutical products. On September 19, 2002, the Registrant filed for bankruptcy under the U.S. Bankruptcy Code in the U.S. Bankruptcy Court Eastern District of New York. On November 4, 2005, the Company emerged from Bankruptcy Court. On April 14, 2015, the Company incorporated a wholly-owned subsidiary in Delaware (USA Equity Trust, Inc.) for the purpose of acquiring real estate. The Company has no present operations and has determined to direct its efforts and limited resources to pursue acquisitions and/or effect a business combination.

Note 2. Going Concern

The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred losses, has negative operational cash flows and has no revenues. The future of the Company is dependent upon Management’s success in its efforts and limited resources to pursue and effect a business combination. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments that might arise from this uncertainty.

Note 3. Basis of Presentation

The condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of only normal recurring accruals, necessary for a fair statement of financial position, results of operations, and cash flows. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2018. The accounting policies are described in the “Notes to the Consolidated Financial Statements” in the 2018 Annual Report on Form 10-K and updated, as necessary, in this Form 10-Q. The year-end balance sheet data presented for comparative purposes was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States. The results of operations for the three months ended March 31, 2019 and 2018 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period.

Accounting Policies

Use of Estimates: The preparation of the condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Principles of Consolidation: The condensed consolidated financial statements include the accounts of USA Equities Corp and its wholly owned subsidiary USA Equity Trust, Inc. All significant inter-company balances and transactions have been eliminated.

Cash and Cash Equivalents: For financial statement presentation purposes, the Company considers those short-term, highly liquid investments with original maturities of three months or less to be cash or cash equivalents. As of March 31, 2019 and December 31, 2018, the Company had no cash and cash equivalents

8

Earnings Per Common Share: Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed using the weighted average number of common and dilutive equivalent shares outstanding during the period. Dilutive common equivalent shares consist of options to purchase common stock (only if those options are exercisable and at prices below the average share price for the period) and shares issuable upon the conversion of issued and outstanding preferred stock. Due to the net losses reported, dilutive common equivalent shares were excluded from the computation of diluted loss per share, as inclusion would be anti-dilutive for the periods presented. There were no common equivalent shares required to be added to the basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding as of March 31, 2019 and 2018.

Income Taxes: The Company accounts for income taxes in accordance with ASC #740, “Accounting for Income Taxes,” which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized.

The Company has net operating losses of $1,267,914 which begin to expire in 2027. Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization.

Impact of recently issued accounting standards

There were no new accounting pronouncements that had a significant impact on the Company’s operating results or financial position.

9

Note 4. Convertible Notes to Related Party

Convertible notes payable at March 31, 2019 and December 31, 2018 consist of the following:

	March 31, 2019		December 31, 2018
Note 1 payable and accrued interest – Majority shareholder	$	158,558	$	156,408
Note 2 payable and accrued interest – Majority shareholder		268,965		268,341
Total Convertible notes and accrued interest	$	427,523	$	424,749

On October 2, 2009, the Company issued a convertible promissory with a current principal amount of $73,500 to its sole officer/ director and majority shareholder (Note 1). The note bears interest at the rate of 12% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.001. On August 24, 2018, the maturity date of the note was extended to December 31, 2019 and on December 24, 2018, the maturity date of the note was further extended to December 31, 2020. As of March 31, 2019 and December 31, 2018, this note had accumulated $85,058 and $82,908, respectively, in accrued interest.

On December 31, 2013, the Company issued a convertible promissory note in the amount of $255,681 to its majority shareholder (Note 2). The note bears interest at the rate of 1% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.25 per share. On August 24, 2018, the maturity date of the note was extended to December 31, 2019 and on December 24, 2018, the maturity date of the note was further extended to December 31, 2020. As of March 31, 2019 and December 31, 2018, this note had accumulated $13,284 and $12,660, respectively, in accrued interest.

Note 5. Related Party Transactions

Due Related Parties: Amounts due to related parties consist of cash advances received from our majority shareholder, which totaled $114,117 at March 31, 2019 and $109,977 at December 31, 2018, and are due on demand.

Note 6. Commitments and Contingencies

There are no pending or threatened legal proceedings as of March 31, 2019. The Company has no non-cancellable operating leases.

10

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

Some of the statements contained in this quarterly report of USA Equities Corp., a Delaware corporation discuss future expectations, contain projections of our plan of operation or financial condition or state other forward-looking information. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions.

Overview

USA Equities Corp., a Delaware corporation, together with its wholly owned subsidiary, USA Equity Trust, Inc., is sometimes referred to herein as “we”, “us”, “our”, “Company” and the “Registrant”. The Company’s Board of Directors approved the name change from American Biogenetic Sciences, Inc. to USA Equities Corp on May 29, 2015.

On September 19, 2002, the Registrant filed a petition under the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern District of New York. On November 4, 2005, the Bankruptcy Court approved an order authorizing a change in control and provided that the Company, subsequent to the bankruptcy proceeding, is free and clear of all liens, claims and other obligations.

The Company’s principal business objective is to seek a business combination with an operating company. We intend to use the Company’s limited personnel and financial resources in connection with such activities. The Company will utilize its capital stock, debt or a combination of capital stock and debt, in effecting a business combination. It may be expected that entering into a business combination will involve the issuance of restricted shares of capital stock.

11

Results of Operations during the three month ended March 31, 2019 as compared to the three months ended March 31, 2018

We have not generated any revenues during the periods ended March 31, 2019 and 2018. We have operating expenses related to general and administrative expenses being a public company and interest expenses. We incurred $13,099 in net loss due to expenses consisting of general and administrative expenses of $10,325 and interest expenses of $2,774 during the three months ended March 31, 2019 as compared to $2,774 in net loss due to interest expenses during the three months ended March 31, 2018.

Liquidity and Capital Resources

We will use our limited personnel and financial resources in connection with seeking new business opportunities, including seeking an acquisition or merger with an operating company. It may be expected that entering into a new business opportunity or business combination will involve the issuance of a substantial number of restricted shares of common stock. If such additional restricted shares of common stock are issued, our shareholders will experience a dilution in their ownership interest in the Registrant. If a substantial number of restricted shares are issued in connection with a business combination, a change in control may be expected to occur.

On March 31, 2019, we had $875 of total assets related to the balance of the prepayment of an annual services contract. We had total current liabilities of $218,309 consisting of $5,850 in accounts payable, accrued interest expenses of $98,342, and $114,117 in advances from and accruals due to related party. The long term liabilities consisted of two convertible notes totaling $329,181. As of March 31, 2019, we had total liabilities of $547,490.

On December 31, 2018, we had $1,750 of total assets related to the balance of the prepayment of an annual services contract. We had total current liabilities of $206,084 consisting of $95,568 of accrued interest expenses, $539 of accounts payable and accrued expenses and $109,977 in advances from and accruals due to related party. The long term liabilities consisted of two convertible notes totaling $329,181. As of December 31, 2018, we had $535,265 in total liabilities.

We financed our negative cash flows from operations of $4,139 during the three months ended March 31, 2019, which was due to a net loss of $13,099 partially offset by an increase in accounts payable and accrued expenses of $8,085 and a decrease in prepaid expenses of $875 through related party borrowings in the same amount.

We financed our negative cash flows from operations of $0 during the three months ended March 31, 2018, which was due to a net loss of $2,774 offset by an increase in account payable and accrued expenses of $2,774.

In connection with our potential new business, we may determine to seek to raise funds from the sale of restricted stock or debt securities. We have no agreements to issue any debt or equity securities and cannot predict whether equity or debt financing will become available at terms acceptable to us, if at all.

12

Our limited resources may make it difficult to borrow funds or raise capital. To the extent that debt financing ultimately proves to be available, any borrowing will subject us to various risks traditionally associated with indebtedness, including the risks of interest rate fluctuations and insufficiency of cash flow to pay principal and interest, including debt of an acquired business.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have not entered into, and do not expect to enter into, financial instruments for trading or hedging purposes.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures.

As of March 31, 2019, the Company’s chief executive officer and chief financial officer conducted an evaluation regarding the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act. Based upon the evaluation of these controls and procedures as provided under the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework (2013), our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this report. Management has identified corrective actions for the weakness and will periodically reevaluate the need to add personnel and implement improved review procedures during fiscal year 2019.

Changes in internal controls.

During the quarterly period covered by this report, no changes occurred in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

13

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1. Description of Business, subheading Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2018, which could materially affect our business, financial condition or future results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

(a) The following documents are filed as exhibits to this report on Form 10-Q or incorporated by reference herein. Any document incorporated by reference is identified by a parenthetical reference to the SEC filing that included such document.

Exhibit No.	Description
31	Certification of CEO pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32	Certification of CEO pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

14

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

USA Equities Corp.
By:	/s/ Troy Grogan
	Troy Grogan
	Chief Executive Officer and Chief Financial Officer
Date:	May 14, 2019

15

EX-31

CERTIFICATION

I, Troy Grogan, certify that:

1. I have reviewed this quarterly report of USA Equity Corp.;

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 issuer as of, and for, the periods presented in this report;

4. The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as 4efined 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 issuer 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 issuer, 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 issuer’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 issuer’s internal control over financial reporting that occurred during the issuer’s most recent fiscal quarter (the issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and

5. The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’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 issuer’s ability to record, process, summarize and report financial information; and

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

Date: May 14, 2019

/s/ Troy Grogan

CEO and CFO

EX-32

Exhibit 32

CERTIFICATION 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 USA Equity Corp. (the “Company”) on Form 10-Q for the period ended March 31, 2019 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Troy Grogan, CEO and CFO of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 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, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Troy Grogan

Troy Grogan

CEO and CFO

Dated: May 14, 2019

A signed original of this written statement required by Section 906 has been provided to USA Equity Corp. and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 14, 2019
Document And Entity Information
Entity Registrant Name	USA EQUITIES CORP.
Entity Central Index Key	0000856984
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		3,590,135
Trading Symbol	USAQ
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2019

XML

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Current Assets:
Prepaid expenses	$ 875	$ 1,750
Total Assets	875	1,750
Current Liabilities:
Accounts payable and accrued expenses	5,850	539
Accrued interest expenses	98,342	95,568
Advances from and accruals due to related party	114,117	109,977
Total current liabilities	218,309	206,084
Total long-term liabilities	329,181	329,181
Total liabilities	547,490	535,265
Stockholders' Deficit:
Preferred stock, 10,000,000 shares authorized, $0.0001 par value; none issued and outstanding
Common stock, 900,000,000 shares authorized, $0.0001 par value; 3,590,135 shares issued and outstanding at March 31, 2019 and December 31, 2018	359	359
Additional paid-in capital	720,941	720,941
Accumulated deficit	(1,267,914)	(1,254,815)
Total stockholders' deficit	(546,615)	(533,715)
Total liabilities and stockholders' deficit	$ 875	$ 1,750

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, shares authorized	900,000,000	900,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	3,590,135	3,590,135
Common stock, shares outstanding	3,590,135	3,590,135

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement [Abstract]
Revenue
Costs and Expenses:
General and administrative	10,325
Total general and administrative expenses	10,325
Net operating loss	(10,325)
Interest expense	2,774	2,774
Income taxes
Net loss	$ (13,099)	$ (2,774)
Basic and diluted net loss	$ (0.00)	$ (0.00)
Weighted average shares outstanding (basic and diluted)	3,590,135	3,588,740

XML

Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2017	$ 359	$ 720,941	$ (1,216,184)	$ (494,884)
Balance shares at Dec. 31, 2017	3,588,740
Net loss			(2,774)	(2,774)
Balance at Mar. 31, 2018	$ 359	720,941	(1,218,958)	(497,658)
Balance shares at Mar. 31, 2018	3,588,740
Balance at Dec. 31, 2018	$ 359	720,941	(1,254,815)	(533,715)
Balance shares at Dec. 31, 2018	3,590,135
Net loss			(13,099)	(13,099)
Balance at Mar. 31, 2019	$ 359	$ 720,941	$ (1,267,914)	$ (546,615)
Balance shares at Mar. 31, 2019	3,590,135

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Operating activities
Net loss	$ (13,099)	$ (2,774)
Changes in net assets and liabilities:
Decrease in prepaid expenses	875
Increase in accounts payable and accrued expenses	8,085	2,774
Cash flows from operating activities	(4,139)
Financing activities:
Proceeds of related party borrowings	4,139
Cash from financing activities	4,139
Change in cash
Cash - beginning of year
Cash - end of year

XML

The Company

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

The Company

Note 1. The Company

USA Equities Corp. (the “Company”, “We” or the “Registrant”) was incorporated in Delaware on September 1, 1983. The Company’s Board of Directors approved the name change from American Biogenetic Sciences, Inc. to USA Equities Corp on May 29, 2015. Prior to ceasing its operations in 2002, the Company was engaged in the research, development and production of bio-pharmaceutical products. On September 19, 2002, the Registrant filed for bankruptcy under the U.S. Bankruptcy Code in the U.S. Bankruptcy Court Eastern District of New York. On November 4, 2005, the Company emerged from Bankruptcy Court. On April 14, 2015, the Company incorporated a wholly-owned subsidiary in Delaware (USA Equity Trust, Inc.) for the purpose of acquiring real estate. The Company has no present operations and has determined to direct its efforts and limited resources to pursue acquisitions and/or effect a business combination.

XML

Going Concern

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

Note 2. Going Concern

The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred losses, has negative operational cash flows and has no revenues. The future of the Company is dependent upon Management’s success in its efforts and limited resources to pursue and effect a business combination. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments that might arise from this uncertainty.

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Basis of Presentation

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Basis of Presentation

Note 3. Basis of Presentation

The condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of only normal recurring accruals, necessary for a fair statement of financial position, results of operations, and cash flows. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2018. The accounting policies are described in the “Notes to the Consolidated Financial Statements” in the 2018 Annual Report on Form 10-K and updated, as necessary, in this Form 10-Q. The year-end balance sheet data presented for comparative purposes was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States. The results of operations for the three months ended March 31, 2019 and 2018 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period.

Accounting Policies

Use of Estimates: The preparation of the condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Principles of Consolidation: The condensed consolidated financial statements include the accounts of USA Equities Corp and its wholly owned subsidiary USA Equity Trust, Inc. All significant inter-company balances and transactions have been eliminated.

Cash and Cash Equivalents: For financial statement presentation purposes, the Company considers those short-term, highly liquid investments with original maturities of three months or less to be cash or cash equivalents. As of March 31, 2019 and December 31, 2018, the Company had no cash and cash equivalents

Earnings Per Common Share: Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed using the weighted average number of common and dilutive equivalent shares outstanding during the period. Dilutive common equivalent shares consist of options to purchase common stock (only if those options are exercisable and at prices below the average share price for the period) and shares issuable upon the conversion of issued and outstanding preferred stock. Due to the net losses reported, dilutive common equivalent shares were excluded from the computation of diluted loss per share, as inclusion would be anti-dilutive for the periods presented. There were no common equivalent shares required to be added to the basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding as of March 31, 2019 and 2018.

Income Taxes: The Company accounts for income taxes in accordance with ASC #740, “Accounting for Income Taxes,” which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized.

The Company has net operating losses of $1,267,914 which begin to expire in 2027. Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization.

Impact of recently issued accounting standards

There were no new accounting pronouncements that had a significant impact on the Company’s operating results or financial position.

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Convertible Notes to Related Party

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Convertible Notes to Related Party

Note 4. Convertible Notes to Related Party

Convertible notes payable at March 31, 2019 and December 31, 2018 consist of the following:

	March 31, 2019		December 31, 2018
Note 1 payable and accrued interest – Majority shareholder	$	158,558	$	156,408
Note 2 payable and accrued interest – Majority shareholder		268,965		268,341
Total Convertible notes and accrued interest	$	427,523	$	424,749

On October 2, 2009, the Company issued a convertible promissory with a current principal amount of $73,500 to its sole officer/ director and majority shareholder (Note 1). The note bears interest at the rate of 12% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.001. On August 24, 2018, the maturity date of the note was extended to December 31, 2019 and on December 24, 2018, the maturity date of the note was further extended to December 31, 2020. As of March 31, 2019 and December 31, 2018, this note had accumulated $85,058 and $82,908, respectively, in accrued interest.

On December 31, 2013, the Company issued a convertible promissory note in the amount of $255,681 to its majority shareholder (Note 2). The note bears interest at the rate of 1% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.25 per share. On August 24, 2018, the maturity date of the note was extended to December 31, 2019 and on December 24, 2018, the maturity date of the note was further extended to December 31, 2020. As of March 31, 2019 and December 31, 2018, this note had accumulated $13,284 and $12,660, respectively, in accrued interest.

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Related Party Transactions

3 Months Ended

Mar. 31, 2019

Related Party Transactions [Abstract]

Related Party Transactions

Note 5. Related Party Transactions

Due Related Parties: Amounts due to related parties consist of cash advances received from our majority shareholder, which totaled $114,117 at March 31, 2019 and $109,977 at December 31, 2018, and are due on demand.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 6. Commitments and Contingencies

There are no pending or threatened legal proceedings as of March 31, 2019. The Company has no non-cancellable operating leases.

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates: The preparation of the condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Principles of Consolidation

Principles of Consolidation: The condensed consolidated financial statements include the accounts of USA Equities Corp and its wholly owned subsidiary USA Equity Trust, Inc. All significant inter-company balances and transactions have been eliminated.

Cash and Cash Equivalents

Cash and Cash Equivalents: For financial statement presentation purposes, the Company considers those short-term, highly liquid investments with original maturities of three months or less to be cash or cash equivalents. As of March 31, 2019 and December 31, 2018, the Company had no cash and cash equivalents

Earnings Per Common Share

Earnings Per Common Share: Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed using the weighted average number of common and dilutive equivalent shares outstanding during the period. Dilutive common equivalent shares consist of options to purchase common stock (only if those options are exercisable and at prices below the average share price for the period) and shares issuable upon the conversion of issued and outstanding preferred stock. Due to the net losses reported, dilutive common equivalent shares were excluded from the computation of diluted loss per share, as inclusion would be anti-dilutive for the periods presented. There were no common equivalent shares required to be added to the basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding as of March 31, 2019 and 2018.

Income Taxes

Income Taxes: The Company accounts for income taxes in accordance with ASC #740, “Accounting for Income Taxes,” which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized.

The Company has net operating losses of $1,267,914 which begin to expire in 2027. Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization.

Impact of Recently Issued Accounting Standards

Impact of recently issued accounting standards

There were no new accounting pronouncements that had a significant impact on the Company’s operating results or financial position.

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Convertible Notes to Related Party (Tables)

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Schedule of Convertible Notes Payable

Convertible notes payable at March 31, 2019 and December 31, 2018 consist of the following:

	March 31, 2019		December 31, 2018
Note 1 payable and accrued interest – Majority shareholder	$	158,558	$	156,408
Note 2 payable and accrued interest – Majority shareholder		268,965		268,341
Total Convertible notes and accrued interest	$	427,523	$	424,749

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Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Accounting Policies [Abstract]
Cash and cash equivalents
Net operating losses	$ 1,267,914
Net operating losses carryforwards, expire date	begin to expire in 2027

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Convertible Notes to Related Party (Details Narrative) - USD ($)	Dec. 24, 2018	Aug. 24, 2018	Mar. 31, 2019	Dec. 31, 2018	Dec. 31, 2013	Oct. 02, 2009
Accrued interest			$ 98,342	$ 95,568
Convertible Promissory Note One [Member] | Sole Officer/Director and Majority Shareholder [Member]
Debt instrument, principal amount						$ 73,500
Debt instrument, interest rate						12.00%
Debt instrument, conversion price						$ 0.001
Debt instrument, maturity date	Dec. 31, 2020	Dec. 31, 2019
Accrued interest			85,058	82,908
Convertible Promissory Note Two [Member] | Majority Shareholder [Member]
Debt instrument, principal amount					$ 255,681
Debt instrument, interest rate					1.00%
Debt instrument, conversion price					$ 0.25
Debt instrument, maturity date	Dec. 31, 2020	Dec. 31, 2019
Accrued interest			$ 13,284	$ 12,660

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Convertible Notes to Related Party - Schedule of Convertible Notes Payable (Details) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Convertible notes payable	$ 427,523	$ 424,749
Note 1 Payable and Accrued Interest - Majority Shareholder [Member]
Convertible notes payable	158,558	156,408
Note 2 Payable and Accrued Interest - Majority Shareholder [Member]
Convertible notes payable	$ 268,965	$ 268,341

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Related Party Transactions (Details Narrative) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Related Party Transactions [Abstract]
Due to related parties	$ 114,117	$ 109,977