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:
? We have incurred significant losses and expect to incur future losses;
? Our current financial condition and immediate need for capital;
? Potential significant dilution resulting from the issuance of new
securities for any funding, debt conversion or any business combination;
? We are a "shell" company" and "penny stock" company.
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;
1. Changed the name of the Company from "Pacman Media Inc." to "Future
International Group Corp.",
2. Increased the authorized shares of common stock, $0.001 par value, from
75,000,000 to 500,000,000 shares, and
3. 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. Apart from the voting
rights stated in the preceding sentence, the Class A Preferred Stock shall
have no other rights, privileges or preferences.
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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. Goubin
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 Six Months Period Ended April 30, 2019 And 2018
During the three and six months ended April 30, 2019 and 2018, respectively, we
did not have any revenue from operations.
During the three months ended April 30, 2019, we incurred operational expenses
of $7,879 compared to $2,708 for the three months ended April 30, 2018. The
increase in operational expenses for the three months period ended April 30,
2019 was due principally to an impairment loss of assets, professional fees and
stock transfer fees related to the change of control transaction.
During the six months ended April 30, 2019, we incurred operational expenses of
$24,108 compared to $6,588 for the six months ended April 30, 2018. The increase
in operational expenses for the six months period ended April 30, 2019 was due
principally to a federal tax liability of $10,236, an impairment loss of assets,
professional fees and stock transfer fees related to the change of control
Our net loss for the three months ended April 30, 2019 and 2018 were $7,969 and
$2,708, respectively, while net loss for the six months ended April 30, 2019 and
2018 were $24,198 and $6,588, respectively.
Liquidity and Capital Resources
As at April 30, 2019, our current assets were $4,394 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 April 30, 2019, our current liabilities were $28,077, and
at October 31, 2018, our current liabilities were $18,920, both periods
consisting of accounts payable and a director loan. Our working capital deficit
as of April 30, 2019 was $23,683 compared with a working capital deficit as of
October 31, 2018 (restated) of $17,378.
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Statements of Cash Flows.
Cash Flows from Operating Activities
We had a net loss for the six months period ended April 30, 2019 of $24,198
compared with a net loss for the six months period ended April 30, 2018 of
$6,588 and we have not generated positive cash flows from operating activities
for such periods. For the six months period ended April 30, 2019, we had net
cash flows used in operating activities of $(11,694) and for the six months
period ended April 30, 2018, we had net cash flows used in operating activities
of $(5,508). The increase in cash flows from operating activities for the
current six month period is due to increase in related party payable, impairment
loss of assets and accounts payable.
Cash Flows from Financing Activities
For the six months period ended April 30, 2019, we generated cash flows from
financing activities $14,546 mainly from capital contributions by former officer
and director of the Company in connection with the change of control
transaction. For the six months period ended April 30, 2018, we have 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
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.
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Off-Balance Sheet Arrangements
As of the date of this Quarterly Report, we do not have any offbalance 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.
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.
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