The following information should be read in conjunction with our financial
statements and related notes thereto included in Part I, Item 1, above.
Forward Looking Statements
Certain matters discussed herein are forward-looking statements. Such
forward-looking statements contained in this Form 10-Q involve risks and
uncertainties, including statements as to:
? our future strategic plans;
? our future operating results;
? our business prospects;
? our contractual arrangements and relationships with third parties;
? the dependence of our future success on the general economy;
? our possibility of not successfully raising future financings; and
? the adequacy of our cash resources and working capital.
These forward-looking statements can generally be identified as such because the
context of the statement will include words such as we "believe," "anticipate,"
"expect," "estimate" or words of similar meaning. Similarly, statements that
describe our future plans, objectives or goals are also forward-looking
statements. Such forward-looking statements are subject to certain risks and
uncertainties which are described in close proximity to such statements and
which could cause actual results to differ materially from those anticipated.
Shareholders, potential investors and other readers are urged to consider these
factors in evaluating the forward-looking statements and are cautioned not to
place undue reliance on such forward-looking statements. The forward-looking
statements included herein are only made as of the date of this Form 10-Q, and
we undertake no obligation to publicly update such forward-looking statements to
reflect subsequent events or circumstances.
Executive Overview
Hi-Great Group Holding Company (the "Company") is a development stage enterprise
that was originally incorporated, on September 31, 2010, under the laws of the
State of Nevada.
On March 8, 2019, the eight judicial District Court of Nevada appointed
Custodian Ventures, LLC as custodian for Hi-Great Group Holding Company, proper
notice having been given to the officers and directors of Hi-Great Group Holding
Company. There was no opposition.
On March 15, 2019, the Company filed a certificate of revival with the state of
Nevada, appointing David Lazar as, President, Secretary, Treasurer and Director.
On March 20, 2019, the Company issued 70,000,000 shares of common stock to
Custodian Ventures, LLC (controlled by David Lazar) at par for shares valued at
$70,000 in exchange for settlement of a portion of a related party loan for
amounts advanced to the Company in the amount of $16,100, and the promissory
note issued to the Company in the amount $53,900.
On October 14, 2019, as a result of a private transactions, 70,000,000 shares of
common stock (the "Shares") of Hi-Great Group Holding Co. (the "Company"), were
transferred from Custodian Ventures LLC to Esther Yang (the "Purchaser"). As a
result, the Purchaser became a 70% holder of the voting rights of the issued and
outstanding share capital of the Company, on a fully-diluted basis, and became
the controlling shareholder.
On October 14, 2019, and effective October 15, 2019, the existing director and
officer resigned. Accordingly, David Lazar, serving as a director and an
officer, ceased to be the Company's Chief Executive Officer, Chief Financial
Officer, President, Treasurer, Secretary and a Director. At the effective date
of the transfer, Ho Soon Yang consented to act as the new President, CEO, CFO,
Treasurer, Secretary and Chairman of the Board of Directors of the Company.
Ho Soon Yang was appointed as a Chief Executive Officer, President, Secretary,
Treasurer and Chairman of Board of Directors of the Company.
2
On February 25, 2020 the Board of Directors via Written Consent Approved the
Addition of Alex Jun Ho Yang to the Board of Directors on the same day, and
effective immediately, the following Officers were appointed, Alex Jun Ho Yang.
Chief Executive Officer, Ho Soon Yang, Chief Financial Officer and Esther Yang
as Secretary to the Company. Previously, Ho Soon Yang was the acting President,
Chief Executive Officer, Chief Financial Officer, Treasurer and Secretary of the
Company and the sole Director of the Company.
On April 16, 2020 Esther Yang through a Share Purchase Agreement sold 65,001,000
of the 70,000,000 shares she had purchased from Custodian Ventures, LLC in the
Company to Jun Ho Yang and Ho Soon Yan. On April 22, 2020 she resigned as
Corporate Secretary and Director of the Company.
On April 24, 2020. Madeline Choi was appointed as Secretary to the Company by
the Current Board of Directors.
On April 29, 2020, Madeline Choi was transferred 1,000,000 shares from Alex Jun
Ho Yang as compensation for serving as Secretary.
On April 22, 2022, the Company issued 10,000 shares of common stock to Dae Jae
Lee at par for shares valued at $10,000
Our Business Objectives
Our principal business objective is to maximize shareholders returns through a
combination of (1) dividends to our shareholders, (2) sustainable long-term
growth in cash flows from distribution of the products described herein, (3)
potential long-term appreciation in the value of our properties from capital
gains upon future sales, (4) other sustainable agricultural business opportunity
which the Board of Directors determines to be beneficial to Company, or (5)
distribution of plant-based finished consumer product and integrate the use of
specialty herbs into its worldwide health supplement business to include
expansion into the cosmetics sector using multiple herbal oils and compounds.
Business Overview
Hi- Great Group Holding Company believes Agritourism is a field that is growing
in popularity as landowners, and farmers try to meet the social and economic
demands of urban residents that are demanding growing space for private organic
gardens they can use to grow and harvest food for their families. They are also
looking for a resort experience to take the family in a safe and healthy
environment with affordable weekend getaways close to where they live.
Agritourism operations exist throughout the United States and the world. And can
be referred to as "agritourism" is often used interchangeably with
"agri-tourism," "agrotourism," "farm tourism," "agricultural tourism," or
"agritainment. The company will provide a weekend gardening resort destination
for all types of guests wanting to lease and own a weekend farming getaway close
to the urban Los Angeles and surrounding communities. By combining agriculture
and the weekend family farm offers HI Great Group Holding Company a profitable
and predictable revenue stream to enhance its current Organic Supplements
Business. In addition, the ability to single source organic herbs and materials
for our proprietary future product lines will save on the cost of new
proprietary blends.
The Concept of Family Weekend Farm is growing internationally as consumers want
to escape the urban work environments and have a weekend getaway to farm and is
also as a family weekend retreat close to key entertainment venues. The
Company's current location is close to Los Angeles and within a one-hour drive
to key California Ski Resorts in the winter and a large Lake Resort venue in the
spring and summer. The company plans to partner with companies offering
entertainment and family day trips to the local destination resorts.
3
The Company will build out its weekend Farming Resort with space for 3,000
individual gardens hosting a portable cabin of the new members choice and
selected and customized during the Individual Club Membership Process and
Initiation. Each New Member will have one to four build out cottage options
depending on size and floor plans to be placed on their individual gardening
parcel. The cottages will be built with reclaimed materials and use reusable
shipping containers as part of the portable cottage build out packages. HIGR
cottages will use solar panels when available to reduce members carbon footprint
as an option for each member. HIGR will also look entertain the cost of
providing the solar panels in exchange for the solar energy generated by each
member. The company looks to partner with leading solar producers in California
and take advantage of all tax credits currently available for Solar Energy and
Organic Farming. The Final Phase will be to create a franchise model for
approved Farmland Owners across the Nation and World to buy into a turnkey
operation for their privately owned farmland that is currently unused as the
global demand for Clean Organic Weekend Farms is now changing with our new
socially responsible culture and the public is demanding these types of weekend
farms.
Results of Operation for the Three Months Ended June 30, 2021 and 2020
Sales and Cost of Sales
The Company is a development stage company purposed to organically grow through
internet sales of its current worldwide exclusive license agreement with
SellaCare, Inc. in the areas of Longevity Health Supplements and plans to
integrate new product lines containing CBD Oils for additional health benefits
and also expand into the lucrative cosmetic sector as an overall sustainable
revenue platform as they become a major supplier in each of the three industry
sectors.
For the three months ended June 30, 2021 we had $66,584 of sales compared to
$33,682 for the three months ended June 30, 2020. Our cost of sales for the
three months ended June 30, 2021 was $19,389 compared to $9,141 for the three
months ended June 30, 2020. The Company just recently started to generate
revenue in the beginning of 2020.
Professional fees
For the three months ended June 30, 2021 we incurred $9,400 of professional fee
expense compared to $5,284 for the three months ended June 30, 2020. The
increase of professional fees in the current period is attributed to an increase
of audit and accounting expense.
General and administrative
For the three months ended June 30, 2021 we incurred $1,158 of general and
administrative expense ("G&A") compared to $9,666 for the three months ended
June 30, 2020. The decrease in the current year is attributed to a decrease of
expenses.
Other income (expense)
For the three months ended June 30, 2021, we had an interest expense of $120,
from newly issued debt, compared to an interest expense of $187 for the three
months ended June 30, 2020.
Net Income
For the three months ended June 30, 2021, the Company had net income of $29,026
as compared to $9,404 in the prior period.
4
Results of Operation for the Six Months Ended June 30, 2021 and 2020
Sales and Cost of Sales
The Company is a development stage company purposed to organically grow through
internet sales of its current worldwide exclusive license agreement with
SellaCare, Inc. in the areas of Longevity Health Supplements and plans to
integrate new product lines containing CBD Oils for additional health benefits
and also expand into the lucrative cosmetic sector as an overall sustainable
revenue platform as they become a major supplier in each of the three industry
sectors.
For the six months ended June 30, 2021 we had $124,474 of sales compared to
$52,432 for the six months ended June 30, 2020. Our cost of sales for the six
months ended June 30, 2020 was $59,145 compared to $20,468 for the six months
ended June 30, 2020. The Company just recently started to generate revenue in
the beginning of 2020.
Professional fees
For the six months ended June 30, 2021 we incurred $25,900 of professional fee
expense compared to $23,784 for the six months ended June 30, 2020. The increase
of professional fees in the current period is attributed to an increase of audit
and accounting expense.
General and administrative
For the six months ended June 30, 2021 we incurred $8,925 of general and
administrative expense ("G&A") compared to $11,812 for the six months ended June
30, 2020. The decrease in the current year is attributed to a decrease of
expenses.
Other income (expense)
For the six months ended June 30, 2021, we had an interest expense of $307, from
newly issued debt, compared to an interest expense of $338 for the six months
ended June 30, 2020.
Net Income
For the six months ended June 30, 2021, the Company had a net income of $15,197
as compared to a loss of $33,970 in the prior period.
Liquidity and Capital Resources
As reflected in the accompanying unaudited financial statements, the Company has
just recently begun to generate revenue. We have an accumulated deficit of
$713,307 had a net income of $15,197 for the six months ended June 30, 2021.
We received $10,000 from financing activities for the six months ended June 30,
2021, compared to $0 for the six months ended June 30, 2020.
We had paid the noted payable to the related party amounting to $15,000 for the
six months ended June 30, 2021, compared to getting a note payable of $10,000
for the six months ended June 30, 2020.
5
Critical Accounting Estimates and Policies
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities of the date
of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Note 2 to the Financial Statements describes the
significant accounting policies and methods used in the preparation of the
Financial Statements. Estimates are used for, but not limited to, contingencies
and taxes. Actual results could differ materially from those estimates. The
following critical accounting policies are impacted significantly by judgments,
assumptions, and estimates used in the preparation of the Financial Statements.
We are subject to various loss contingencies arising in the ordinary course of
business. We consider the likelihood of loss or impairment of an asset or the
incurrence of a liability, as well as our ability to reasonably estimate the
amount of loss in determining loss contingencies. An estimated loss contingency
is accrued when management concludes that it is probable that an asset has been
impaired or a liability has been incurred and the amount of the loss can be
reasonably estimated. We regularly evaluate current information available to us
to determine whether such accruals should be adjusted.
We recognize deferred tax assets (future tax benefits) and liabilities for the
expected future tax consequences of temporary differences between the book
carrying amounts and the tax basis of assets and liabilities. The deferred tax
assets and liabilities represent the expected future tax return consequences of
those differences, which are expected to be either deductible or taxable when
the assets and liabilities are recovered or settled. Future tax benefits have
been fully offset by a 100% valuation allowance as management is unable to
determine that it is more likely than not that this deferred tax asset will be
realized.
Off-Balance Sheet Arrangements
We have not entered into 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 and would be considered
material to investors.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in
effect. These pronouncements did not have any material impact on the financial
statements unless otherwise disclosed, and the Company does not believe that
there are any other new accounting pronouncements that have been issued that
might have a material impact on its financial position or results of operations.
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