We have limited operations and are not currently generating any revenues from our business operations. Our independent registered public accounting firm has issued a going concern opinion for the year ended December 31, 2020. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next 12 months. We do not anticipate generating significant revenues until we acquire a business, are acquired by an existing business or develop a business organically. Accordingly, we must raise additional cash from sources other than operations.

We presently are exploring other such sources of funding, including raising funds through a public offering, a private placement of securities, debt or a combination of the foregoing. If we are unable to raise additional capital, we will either have to suspend operations until we do raise the cash or cease operations entirely.

The following discussion should be read in conjunction with our Financial Statements and the notes thereto and the other information included in this Annual Report as filed with the SEC on Form 10-K.





Overview


Our original business plan was to become a commercial FM radio broadcaster. Subsequently, following a change in control, we changed our business plan and intended to become a medical and spa company with a focus on Asia. However, after consultation with our professional and business advisors in the United States and the People's Republic of China, management decided during the third quarter of 2014 that this would no longer be our plan of operations. Our plan of operations is to evaluate various industries, and geographic and market opportunities. This may take the form of acquiring a business, being acquired by an existing business or developing a business organically. Any such efforts may require significant capital, which we currently lack. There is no assurance that any such opportunity will become available. There is also no assurance that, if any opportunity becomes available, we will have the financial and other resources available to take advantage of such opportunity, since we have extremely limited liquidity. Through September 30, 2021, we had no revenues or operations.





Results of Operations



The Three and Nine Months Ended September 30, 2021 Versus Three and Nine Months Ended September 30, 2020

Revenues. As of September 30, 2021, we had not generated any revenues.

Operating Expenses. For the three months ended September 30, 2021, total operating expenses amounted to $9,320 as compared to $6,565 for the three months ended September 30, 2020, an increase of $2,755 or 42.0%. For the nine months ended September 30, 2021, total operating expenses amounted to $30,318 as compared to $25,516 for the nine months ended September 30, 2020, an increase of $4,802 or 18.8%. Since inception, our operating expenses primarily consisted of fees and expenses related to complying with our ongoing SEC reporting requirements, which have consisted of accounting fees, transfer agent fees, and filing fees etc.

Other expenses. During the three months ended September 30, 2021 and 2020, we recorded $6,154 and $5,395, respectively, in imputed interest expenses related to advances outstanding to related party. During the nine months ended September 30, 2021 and 2020, we recorded $17,638 and $16,134, respectively, in imputed interest expenses related to advances outstanding to related party. These imputed interests were recorded in our financial statements under additional paid-in capital.

Net Loss. During the three months ended September 30, 2021 and 2020, we had a net loss of $15,474 and $11,960, respectively. During the nine months ended September 30, 2021 and 2020, we had a net loss of $47,956 and $41,650, respectively.

Liquidity and Capital Resources

As of September 30, 2021, we had $24,381 in cash, while, we had liabilities of $323,869, and had a working capital deficit of $288,821. We expect to incur continued losses during 2021, possibly even longer.

For the nine months ended September 30, 2021 and 2020, net cash used in operating activities amounted to $37,323 and $28,540, respectively. We expect to require working capital of approximately $50,000 over the next 12 months to meet our financial obligations.

For the nine months ended September 30, 2021 and 2020, net cash provided by financing activities amounted to $55,762 and $28,540, respectively. For the nine months ended September 30, 2021, we received proceeds from loans from officer of $37,513 and received proceeds from sale of common stock of $24,000, offset by repayment made for loans from officer of $5,751. For the nine months ended September 30, 2020, we received proceeds from loans from officer of $28,540, received proceeds from sale of common stock of $29,411, offset by repayment made for loans from officer of $29,411.





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We have not generated any revenues from operations to date. It is not likely that we will generate any revenue until at least a business combination has been consummated. Even following a business combination, there is no guarantee that any revenues will be generated or that any revenues will be sufficient to meet our expenses. We may consider a business combination with a target company which itself has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop one or more new products or services, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital.

The foregoing considerations raise substantial doubt about our ability to continue as a going concern. We are currently planning on devoting the vast majority of our efforts to identifying, investigating and conducting due diligence on target companies; and negotiating, structuring, documenting and consummating a business combination. Our long-term ability to continue as a going concern is dependent upon our ability to develop additional sources of capital, complete a business combination and, thereafter, achieve profitable operations.

We believe that we will be able to meet these costs through cash on hand and additional amounts, as may be necessary, to be loaned by or invested in us by our stockholders, management and/or others. Currently, however, our ability to continue as a going concern is dependent upon our ability to generate future profitable operations and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Our ability to continue as a going concern is also dependent on our ability to find a suitable target company and enter into a business combination. Management's plan includes obtaining additional funds through a combination of sales of our equity securities before, contemporaneously with, or following, the consummation of a business combination; and borrowings, although we do not believe that we will be eligible to borrow funds from a bank until at least a business combination is consummated. However, there is no assurance that any additional funding will be available on terms that are favorable to us or at all.

We currently rely on loans from our sole director and officer, Qiuping Lu. There is no guarantee that Ms. Lu will continue to lend us funds to meet our expenses in the future. Currently, we do not have any other arrangements for financing.

We have no assurance that future financing will be available to us on acceptable terms, or at all. If financing is not available to us on satisfactory terms or at all, we may be unable to develop operations or meet our expenses.

Additionally, any equity financing in which we might engage would result in dilution to our existing shareholders.

During the nine months ended September 30, 2021 and 2020, Ms. Lu, the sole director and officer of us, advanced an aggregate $37,513 and $28,540, respectively, to us to pay some of our expenses and for working capital purposes, and we repaid $5,751 and $29,411, respectively, to Ms. Lu. These advances in the aggregate amounts of $312,869 and $281,107, respectively, at September 30, 2021 and December 31, 2020, are payable on demand and are reflected as related party loans on the accompanying balance sheets.

Imputed interest of $6,154 and $5,395 was recorded for the three months ended September 30, 2021 and 2020, respectively, and the imputed interest was recorded as interest expense and an increase in additional paid-in capital, respectively.

Imputed interest of $17,638 and $16,134 was recorded for the nine months ended September 30, 2021 and 2020, respectively, and the imputed interest was recorded as interest expense and an increase in additional paid-in capital, respectively.





Going Concern Consideration


Our independent registered public accounting firm has issued a going concern opinion in their audit report dated February 17, 2021, which can be found in our Annual Report on Form 10-K filed with the SEC on February 17, 2021. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next 12 months. Our financial statements found within this Quarterly Report on Form 10-Q and the aforementioned Annual Report on Form 10-K contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.





Contractual Obligations


As of September 30, 2021, we had no contractual obligations.





Off -Balance Sheet Operations


As of September 30, 2021, we had no off-balance sheet activities or operations.





Critical Accounting Policies


Please refer to Note 2 - Summary of Significant Accounting Policies of our financial statements accompanying this report.

Recently Issued Accounting Pronouncement

For details of applicable new accounting standards, please, refer to Recent Accounting Pronouncements in Note 2 of our financial statements accompanying this report.





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