Forward-Looking Statements

The information in this report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This Act provides a "safe harbor" for forward-looking statements to encourage companies to provide prospective information about themselves provided they identify these statements as forward looking and provide meaningful cautionary statements identifying important factors that could cause actual results to differ from the projected results. All statements other than statements of historical fact made in this report are forward-looking. In particular, the statements herein regarding future results of operations or financial position are forward-looking statements. Forward-looking statements reflect management's current expectations and are inherently uncertain. The Company's actual results may differ significantly from management's expectations as a result of many factors.

You should read the following discussion and analysis in conjunction with the financial statements of the Company, and notes thereto, included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future or that any conclusion reached herein will necessarily be indicative of actual operating results in the future. Such discussion represents only the best present assessment of management. The Company assumes no obligations to update any of these forward-looking statements.





Results of Operations



For the three months ended September 30, 2021 and 2020





Revenue


The Company had no operations and no revenue for the three months ended September 30, 2021 and 2020, and its only income was from interest income on its short-term investments which are classified as cash and cash equivalents.





Operating Expenses


The following table presents our total operating expenses for the three months ended September 30, 2021 and 2020.





                                             Three Months Ended
                                                September 30,
                                              2021          2020
Audit, accounting and legal fees                6,500       30,815
Payroll                                         5,200        5,197

Other general and administrative expense 2,836 3,994

$   14,536     $ 40,006

Operating expenses consist mostly of audit and accounting fees and payroll. Higher operating expenses for the three months ended September 30, 2020 were mainly due to significant legal and professional fees that were incurred with respect to a prospective transaction that the Company did not pursue. Other general and administrative expenses are comprised of transfer agent and EDGAR filer services and other services. These expenses were directly related to the maintenance of the corporate entity and the preparation and filing of reports with the Securities and Exchange Commission.





Loss from Operations


The Company incurred a loss from operations of $14,536 and $40,006 for the three months ended September 30, 2021 and 2020, respectively.






         11

  Table of Contents




Other Income (Expense)


The following table presents our total Other Income (Expense) for the three months ended September 30, 2021 and 2020.





                                   Three Months Ended
                                      September 30,
                                     2021           2020

Interest and other income       $            33     $  18
Warrants modification expense        (1,450,890 )       -
Other Income (Expense), net     $    (1,450,857 )   $  18

Net Other Expense was $1,450,875 for the three months ended September 30, 2021, compared to net Other Income of $18 for the three months ended September 30, 2020. The change was due to the extension of the warrants' expiration date resulting in warrants modification expense of $1,450,890 during the three months ended September 30, 2021 (see Note 5 to the financial statements).





Net Loss


The Company had a net loss of $1,465,393 for the three months ended September 30, 2021, compared with a net loss of $39,988 for the three months ended September 30, 2020. The increase in net loss was due to the above-mentioned effect of the warrants modification expense.

Loss per share for the three months ended September 30, 2021 and 2020 was approximately $(0.02) and $(0.00) based on the weighted-average shares issued and outstanding.

It is anticipated that future operating expenses will decrease and then stabilize as the Company complies with its periodic reporting requirements; however, expenses may increase as the Company works to effect a business combination, although there can be no assurance that the Company will be successful in effecting a business combination.

For the nine months ended September 30, 2021 and 2020





Revenue


The Company had no operations and no revenue for the nine months ended September 30, 2021 and 2020, and its only income was from interest income on its short-term investments which are classified as cash and cash equivalents.





Operating Expenses


The following table presents our total operating expenses for the nine months ended September 30, 2021 and 2020.





                                             Nine Months Ended
                                               September 30,
                                             2021         2020
Audit, accounting and legal fees             28,623        56,600
Payroll                                      15,487        15,432
Stock-based compensation expense                  -        90,000

Other general and administrative expense 11,218 11,302

$ 55,328     $ 173,334





         12

  Table of Contents



Operating expenses consist mostly of audit and accounting fees and payroll. Other general and administrative expenses are comprised of transfer agent and EDGAR filer services and other services. These expenses were directly related to the maintenance of the corporate entity and the preparation and filing of reports with the Securities and Exchange Commission. The decrease in audit, accounting and legal fees was due mainly to a decrease in legal fees; higher legal fees for the nine months ended September 30, 2020 were incurred with respect to a prospective transaction that the Company did not pursue. There has been no stock-based compensation in 2021.





Loss from Operations


The Company incurred a loss from operations of $55,328 and $173,334 for the nine months ended September 30, 2021 and 2020, respectively.





Other Income (Expense)


The following table presents our total Other Income (Expense) for the nine months ended September 30, 2021 and 2020.





                                  Nine Months Ended
                                    September 30,
                                    2021         2020

Interest and other income       $         87     $ 991
Warrants modification expense   $ (1,450,890 )   $   -
Other Income (Expense)          $ (1,450,803 )   $ 991

Net Other Expense was $1,450,803 for the nine months ended September 30, 2021, compared to Net Other Income of $991 for the nine months ended September 30, 2020. The change was due to the extension of the warrants' expiration date resulting in warrants modification expense of $1,450,890 during the nine months ended September 30, 2021 (see Note 5 to the financial statements).





Net Loss


The Company had a net loss of $1,506,131 for the nine months ended September 30, 2021, compared with a net loss of $172,343 for the nine months ended September 30, 2020. The increase in net loss was due to the above-mentioned effect of the warrants modification expense.

Loss per share for the nine months ended September 30, 2021 and 2020 was approximately $(0.02) and $(0.00) based on the weighted-average shares issued and outstanding.

It is anticipated that future operating expenses will decrease and then stabilize as the Company complies with its periodic reporting requirements; however, expenses may increase as the Company works to effect a business combination, although there can be no assurance that the Company will be successful in effecting a business combination.

Liquidity and Capital Resources

At September 30, 2021, the Company had cash and cash equivalents of $517,430, consisting mostly of money market funds and U.S. Treasury Bills. Management believes that its cash and cash equivalents are sufficient for its business activities for at least the next twelve months and for the costs of seeking an acquisition of an operating business.






         13

  Table of Contents



The following table provides detailed information about our net cash flow for the periods presented in this Report.





Cash Flows



                                               Nine Months Ended
                                                 September 30,
                                              2021          2020

Net cash used in operating activities $ (53,241 ) $ (91,640 ) Net cash provided by investing activities

           -             -
Net cash provided by financing activities           -             -
Net decrease in cash                        $ (53,241 )   $ (91,640 )

Net cash of $53,241 and $91,640 were used in operations during the nine months period ended September 30, 2021 and 2020, respectively.

The cash used in operating activities of $53,241 for the nine months ended September 30, 2021 principally resulted from our net loss of $1,506,131, as adjusted for a non-cash charge for warrants modification expense of $1,450,890, and a change in accounts payable and accrued expenses of $2,000.

The cash used in operating activities of $91,640 for the nine months ended September 30, 2020 principally resulted from our net loss of $172,343, as adjusted for a non-cash charge of stock-based compensation of $90,000, and a change in accounts payable and accrued expenses of $9,297.

No cash flows were used in or provided by investing activities during the nine months ended September 30, 2021 and 2020.

No cash flows were used in or provided by financing activities during the nine months ended September 30, 2021 and 2020.





New Accounting Pronouncements


Refer to the discussion of recently adopted/issued accounting pronouncements under Part I, Note 2: New Accounting Policies Pronouncements.

Factors Which May Affect Future Results

Future earnings of the Company are dependent on interest rates earned on the Company's invested balances and expenses incurred. The Company expects to incur significant expenses in connection with its objective of identifying a merger partner or acquiring an operating business.






         14

  Table of Contents

© Edgar Online, source Glimpses