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Future International Group Corp. – ‘10-Q’ for 7/31/19

On:  Monday, 12/30/19, at 6:06am ET   ·   For:  7/31/19   ·   Accession #:  1477932-19-7320   ·   File #:  333-202771

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

12/30/19  Future International Group Corp.  10-Q        7/31/19   46:1.3M                                   Discount Edgar/FA

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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: July 31, 2019

¨ 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: 333-202717

No. 5, Lane 97, Songlin Road

Pudong New District

Shanghai, China

+86 021 6029 8205

 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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.

(1) Yes ¨      No x

(2) Yes x      No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x     No ¨

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x     No ¨

As of December 13, 2019, 90,000,000 shares of common stock, $0.001 par value, are outstanding.

FUTURE INTERNATIONAL GROUP CORP.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Balance Sheets

As of July 31, 2019 and October 31, 2018

(Unaudited)

The accompanying notes are an integral part of these financial statements

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Statements of Operations

For the three months and nine months ended July 31, 2019 and 2018

(Unaudited)

The accompanying notes are an integral part of these financial statements

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Statements of Changes in Stockholders’ Equity

For the three months and nine months ended July 31, 2019 and 2018

(Unaudited)

The accompanying notes are an integral part of these financial statements

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Statements of Changes in Stockholders’ Equity

For the three months and nine months ended July 31, 2019 and 2018

(Unaudited)

The accompanying notes are an integral part of these financial statements

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Statements of Cash Flows

For the nine months ended July 31, 2019 and 2018

(Unaudited)

The accompanying notes are an integral part of these financial statements

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

Note 1: Organization and Basis of Presentation

Future International Group Corp. (the “Company”) is a for profit corporation established under the corporation laws in the State of Nevada, United States of America on September 25, 2013 under the name Pacman Media, Inc. On May 2, 2019, the Company changed the name to Future International Group Corp.

The Company intends to commence operations as a developer of mobile apps to be used on smartphones, tablet computes, and other mobile devices.

Effective March 29, 2019, a change of control occurred with respect to the Company. In connection with the change of control transaction, the Company has ceased its operations and is now a “shell company” as defined under the Securities Act of 1933, as amended.

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Financial Statements and related disclosures as of July 31, 2019 are unaudited pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Unless the context otherwise requires, all references to “we,” “us,” “our” or the “company” are to Future International Group Corp.

Note 2: Restatements

Restatement for the quarter ended January 31, 2019 and the year ended October 31, 2018

In preparation of current period financial statements, the Company discovered that as of November 26, 2018, the IRS assessed a penalty on the Company in the amount of $10,236. Moreover, the IRS has also assessed a penalty of $10,740 on November 13, 2017 for failing to timely Form 5472.

A summary of the changes to the financial statements originally reported is as follows:

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern.

For the period ended July 31, 2019, the Company had a net loss of $41,365. 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.

Note 4: 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 other than the assumption that the Company is a going concern.

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.

Disclosures as of July 31, 2019 and 2018

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 July 31, 2019.

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.

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

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 adopts Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that supersedes most current revenue recognition guidance. The updated guidance, and subsequent clarifications, collectively referred to as ASC 606, require an entity to recognize revenue when it transfers control of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

There was no significant impact to the statement of operations as the Company’s existing revenue policies are in line with ASC 606.

Impairment of Long-Lived Assets

The Company accounts for impairment of amortizable intangible assets in accordance with ASC 360, “Accounting for Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed Of”, which requires the Company to evaluate a long-lived asset for recoverability when there is event or circumstance that indicate the carrying value of the asset may not be recoverable. An impairment loss is recognized when the carrying amount of a long-lived asset or asset group is not recoverable (when carrying amount exceeds the gross, undiscounted cash flows from use and disposition) and is measured as the excess of the carrying amount over the asset’s (or asset group’s) fair value.

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 5: Legal Matters

The Company has no known legal issues pending.

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

Note 6: Change of Control

Effective March 29, 2019, a change of control occurred with respect to the Company. Pursuant to a Securities Purchase Agreement entered into by and among the Company, Mr. David Mark Evans (“Seller”) and Hillhouse Shareholding Group Co., Ltd. (“Buyer”), Buyer acquired from Seller 4,000,000 shares of common stock of Company. In addition, pursuant to a separate Stock Purchase Agreement by and among Hillhouse Shareholding Group Co (“Hillhouse”), as buyer, and certain other shareholders of the Company, Hillhouse acquired an additional 2,257,000 shares of common stock of the Company. The total number of shares of common stock acquired by Hillhouse is 6,257,000, and all such shares now held by Hillhouse are “restricted” and/or “control” securities. As additional consideration for entering into the Securities Purchase Agreement, at closing, the Seller assumed all of the liabilities of the Company, waived all amounts due to him by the Company and the Company assigned all assets to the Seller.

In connection with the above transactions, the Company has ceased its operations and is now a “shell company” as defined under the Securities Act of 1933, as amended.

In addition, with respect to the above described Securities Purchase Agreement with Mr. Evans, Mr. Evans, the sole officer and director of the Company, resigned as a director of the Company and Mr. Guobin Su was appointed the sole director and President of the Company.

On April 24, 2019, Mr. Evans resigned in all capacities as an officer of the Company including as the Company’s Chief (Principal) Executive Officer and Chief (Principal) Financial Officer. On the same date, Mr. Guobin Su was appointed the Company’s new Chief (Principal) Executive Officer and Chief (Principal) Financial Officer, Secretary and Treasurer.

Note 7: Debt

From September 25, 2013 through October 31, 2018, Mr. Evans provided loans to the Company totaling $1,680, which is being carried as a note payable. On November 21, 2018, the director loaned $3,500 to the Company to pay for expenses. As of March 29, 2019, the director loan outstanding is $5,180. The loan is non-interest bearing, unsecured and due upon demand.

With respect to the change of control, the Company’s liabilities of $30,433 due to vendors have been paid by Mr. Evans. Simultaneously, Mr. Evans forgave $5,180 related party debt owed to him. Therefore, $35,613 total debt was converted into capital.

In support of the Company’s cash requirements, Mr. Su, the Company’s new officer and director, advanced $24,317 to support the Company’s operations for the nine months ended July 31, 2019. Simultaneously, the Company paid $4,000 personal expenses on behalf of Mr. Su. There was no formal written commitment for continued support by Mr. Su. The advances were considered temporary in nature and have not been formalized by a promissory note. The outstanding payable owed to Mr. Su was $20,317 as of July 31, 2019. The amount is non-interest bearing and due on demand without maturity date.

Note 8: Federal Tax Liability

The IRS has assessed a penalty for the year ended October 31, 2017 on November 26, 2018 for the amount $10,236 for the failure to timely file Form 5472.

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

Note 9: Capital Stock

On September 25, 2013 the Company authorized 75,000,000 shares of commons stock with a par value of $0.001 per share.

During the years ending October 2014 and 2015, the Company issued a total of 4,000,000 common shares for cash proceeds of $4,000.

During the year ending October 31, 2016, the Company issued 400,000 common shares at $0.01 for cash proceeds of $4,000.

During the year ending October 31 2017, the Company issued 1,720,000 common shares at $0.01 per share for cash proceeds of $17,200.

During the year ending October 31, 2018, the Company issued 140,000 common shares at $0.01 per share for cash proceeds of $1,400.

On May 2, 2019, the Company amended its Articles of Incorporation by filing a Certificate of Amendment with the Nevada Secretary of State, which increased the authorized shares of its common stock, $0.001 par value, from 75,000,000 to 500,000,000 shares, and created a class of preferred stock, $0.001 par value, called the Class A Preferred Stock in the amount of 10,000,000 authorized shares, with each share of Class A Preferred Stock having 100 votes to be cast with respect to any and all matters presented to shareholders for a vote whether at a meeting of shareholders or by written consent.

As of July 31, 2019, there were 6,260,000 shares of common stock issued and outstanding.

As of July 31, 2019, there were no outstanding stock options or warrants.

Note 10: Income Taxes

As of July 31, 2019, the Company had net operating loss carry forwards of approximately $(83,762) that may be available to reduce future years’ taxable income in varying amounts. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

The provision for Federal income tax consists of the following:

Future International Group Corp.

(F/K/A: Pacman Media, Inc.)

Notes to the Financial Statements

For the nine months ended July 31, 2019 and 2018

(Unaudited)

The cumulative tax effect at the expected rate of 21% of significant items comprising our net deferred tax amount is as follows:

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $83,762 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years.

Note 11: Related Party Transactions

The Company neither owns nor leases any real or personal property. The director of the Company provides office space and services free of charge. 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 the sole director and officer. The nature and details of the transaction are described in Note 6 and 7.

Note 12: Subsequent Events

On August 12, 2019, the Board of Directors of the Company appointed Mr. Lingbo Shi as the new Chief (Principal) Executive Officer of the Company and Mr. Guobin Su resigned in such capacity. Mr. Su remains as the Company’s Chief Financial Officer and sole Director.

On September 25, 2019, the Company and Hillhouse Shareholding Group Co., Ltd. (“Hillhouse”) entered into a loan conversion agreement. Pursuant to the agreement, Hillhouse converted $6,257 and $83,740 loans due from the Company in exchange of the Company’s 6,257,000 shares Class A Preferred Stock and 83,740,000 shares common stock respectively. The Class A Preferred Stock has 100 to 1 voting rights per share.

In accordance with ASC 855-10, the Company has evaluated events subsequent through the date these financial statements have been issued to assess the need for potential recognition or disclosure in this report. Such events were evaluated through July 31, 2019 to December 5, 2019, the date these financial statements were available to be issued. Other than as stated herein, there have been no subsequent events for which disclosure is required.

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

FORWARD LOOKING STATEMENT NOTICE

Certain statements made in this quarterly report on Form 10-Q are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) in regard to the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the registrant to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Company’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this quarterly report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the registrant or any other person that the objectives and plans of the registrant will be achieved.

Substantial risks exist with respect to an investment in the Company. These risks include but are not limited to, those factors discussed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2018, filed with the Securities and Exchange Commission (“Commission”) on January 8, 2019. More broadly, these factors include, but are not limited to:

Description of Business

Pacman Media, Inc. (the “Company”) was incorporated under the laws in the State of Nevada on September 25, 2013 under the name Pacman Media Inc. The Company initially commenced operations as a developer of mobile apps to be used on smartphones, tablet computes, and other mobile devices.

Effective March 29, 2019, a change of control occurred with respect to the Company. In connection with the change of control transaction, the Company has ceased its operations and is now a “shell company” as defined under the Securities Act of 1933, as amended.

On May 2, 2019, the Company filed a Certificate of Amendment with the Nevada Secretary of State which;

On May 7, 2019, the Company received approval from FINRA for the name change of the Company. In addition, the Company’s new symbol is “FIGM.”

On August 12, 2019, the Board of Directors of the Company appointed Mr. Lingbo Shi as the new Chief (Principal) Executive Officer of the Company and Mr. Guobin Su resigned in such capacity. Mr. Su remains as the Company’s Chief Financial Officer and sole Director.

On September 25, 2019, the Company and Hillhouse Shareholding Group Co., Ltd. (“Hillhouse”) entered into a loan conversion agreement. Pursuant to the agreement, Hillhouse converted (i) $6,257 and received 6,257,000 shares of the Company’s Class A Preferred Stock and (ii) $83,740 and received 83,740,000 shares of the Company’s common stock. The Class A Preferred Stock has 100 to 1 voting rights per share.

Results of Operations

Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Three and Nine Months Period Ended July 31, 2019 and 2018

Revenues

During the three and nine months ended July 31, 2019 and 2018, respectively, we did not have any revenue from operations.

Operating Expenses

During the three months ended July 31, 2019, we incurred operational expenses of $17,048 compared to $2,364 for the three months ended July 31, 2018. The increase in operational expenses for the three months period ended July 31, 2019 was due principally to an increase in general and administration expenses related to the change of control transaction, such as professional fees, business license and registration fees, and bank charges.

During the nine months ended July 31, 2019, we incurred operational expenses of $41,156 compared to $8,952 for the nine months ended July 31, 2018. The increase in operational expenses for the nine months period ended July 31, 2019 was due principally to increased professional fees related to the change of control transaction, a federal tax liability and an impairment loss of assets.

Net Income/Loss

Our net loss for the three months ended July 31, 2019 and 2018 were $17,167 and $2,364, respectively, while net loss for the nine months ended July 31, 2019 and 2018 were $41,365 and $8,952, respectively.

Liquidity and Capital Resources

As at July 31, 2019, our current assets were $444 compared to $1,542 in current assets as of October 31, 2018 (restated). Total assets were comprised of cash and cash equivalents and website development (for the year ended October 31, 2018 only). As at July 31, 2019, our current liabilities were $20,317 consisting of a loan from an officer, and at October 31, 2018, our current liabilities were $18,920, consisting of accounts payable and an officer loan. Our working capital deficit as of July 31, 2019 was $19,873 compared with a working capital deficit as of October 31, 2018 (restated) of $17,378.

Statements of Cash Flows

Cash Flows from Operating Activities

We had a net loss for the nine months period ended July 31, 2019 of $41,365 compared with a net loss for the nine months period ended July 31, 2018 of $8,952 and we have not generated positive cash flows from operating activities for such periods. For the nine months period ended July 31, 2019, we had net cash flows used in operating activities of $(24,915) and for the nine months period ended July 31, 2018, we had net cash flows used in operating activities of $(8,832). The increase in cash flows from operating activities for the current nine month period is due to increase in accounts payable, impairment loss of assets and amortization.

Cash Flows Provided By Financing Activities

For the nine months period ended July 31, 2019, we generated cash flows from financing activities $23,817 due to related party loans. For the nine months period ended July 31, 2018, we generated $4,100 in cash flows from financing activities from issuance of common stock.

Plan of Operation and Funding

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.

Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next three months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations. We will have to raise additional funds in the next twelve months in order to sustain and expand our operations. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We have and will continue to seek to obtain short-term loans from our directors, although no future arrangement for additional loans has been made. We do not have any agreements with our directors concerning these loans. We do not have any arrangements in place for any future equity financing.

Off-Balance Sheet Arrangements

As of the date of this Quarterly Report, 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 are material to investors.

Going Concern

The independent auditors’ review report accompanying our October 31, 2018 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

No report required.

ITEM 4. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of July 31, 2019. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed that there was no change in our internal control over financial reporting during the three-month period ended July 31, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.

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

No report required.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

No report required.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

No report required.

ITEM 6. EXHIBITS.

SIGNATURES

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

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing		Date		Other Filings
Filed on:		12/30/19
		12/16/19
		12/13/19
		12/5/19
		9/25/19		8-K
		8/12/19
For Period end:		7/31/19
		5/7/19
		5/2/19
		4/30/19		10-Q
		4/24/19
		3/29/19		8-K
		1/31/19		10-Q,  10-Q/A,  NT 10-Q
		1/8/19		10-K
		11/26/18
		11/21/18
		10/31/18		10-K,  10-K/A
		7/31/18		10-Q
		4/30/18		10-Q
		11/13/17
		10/31/17		10-K,  10-K/A
		10/31/16		10-K
		9/25/13
				List all Filings

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Filing Submission 0001477932-19-007320   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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