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EXCEL - IDEA: XBRL DOCUMENT - MIX 1 LIFE, INC. | Financial_Report.xls |
EX-31.2 - CERTIFICATION - MIX 1 LIFE, INC. | antr_ex312.htm |
EX-32.1 - CERTIFICATION - MIX 1 LIFE, INC. | antr_ex321.htm |
EX-31.1 - CERTIFICATION - MIX 1 LIFE, INC. | antr_ex311.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended November 30, 2012
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File No. 333-170091
ANTAGA INTERNATIONAL CORP.
(Exact name of registrant as specified in its charter)
Nevada
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EIN 68-0678499
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(State or Other Jurisdiction of
Incorporation or Organization)
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(IRS Employer
Identification Number)
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2368 Second Avenue, 2nd Floor
San Diego, CA 92101
619-688-1116
(Address and telephone number of principal executive offices)
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. x Yes o No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
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o |
Accelerated filer
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o |
Non-accelerated filer
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o |
Smaller reporting company
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x |
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act). o Yes x No
As of March 31, 2013, the registrant had 4,885,000 shares of common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been established as of March 31, 2013.
INDEX TO FINANCIAL STATEMENTS
ANTAGA INTERNATIONAL CORP..
(A DEVELOPMENT STAGE COMPANY)
TABLE OF CONTENTS
Item 1. Financial Statements and Supplementary Data
Balance Sheets as of November 30, 2012 (unaudited) and August 31, 2012 (audited)
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3 | |||
Statements of Operations (Audited) for the three months ended November 30, 2012 and 2011; and the period from inception (June 10, 2009) to November 30, 2012
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4 | |||
Statement of Stockholders’ Equity (Audited) from inception (June 10, 2009) to November 30, 2012
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5 | |||
Statements of Cash Flows (Audited) for the three month periods ended November 31, 2012 and 2011; and the period from inception (June 10, 2009) to November, 2012
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6 | |||
Notes to the Audited Financial Statements
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7 |
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ANTAGA INTERNATIONAL CORP
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
November 30,
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August 31,
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|||||||
2012
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2012
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Assets |
(audited)
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|||||||
Current Assets
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||||||||
Cash
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$ | - | $ | - | ||||
Total Current Assets
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- | - | ||||||
Total Assets
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$ | - | $ | - | ||||
Liabilities and Stockholders’ Equity
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||||||||
Accrued Liabilities
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4,300 | - | ||||||
Total Liabilities
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$ | 4,300 | $ | - | ||||
Stockholders’ Equity
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||||||||
Common stock, $0.001par value, 75,000,000 shares authorized;
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4,885,000 shares issued and outstanding
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4,885 | 4,885 | ||||||
Additional paid-in-capital
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23,115 | 23,115 | ||||||
Deficit accumulated during the development stage
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(32,300 | ) | (28,000 | ) | ||||
Total stockholders’ equity
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(4,300 | ) | 0 | |||||
Total liabilities and stockholders’ equity
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$ | - | $ | 0 |
The accompanying notes are an integral part of these financial statements.
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ANTAGA INTERNATIONAL CORP
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
FOR THE THREE MONTH PERIODS ENDED NOVEMEBR 31, 2012 AND 2011, AND
FOR THE PERIOD FROM JUNE 10, 2009 (INCEPTION) To NOVEMBER 30, 2012
Three Months
Ended
November 30,
2012
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Three Months
Ended
November 30,
2011
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Period From
June 10, 2009 (Inception), toNovember 30,
2012
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Expenses
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General and Administrative Expenses
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$ | 4,300 | $ | 12,805 | $ | 32,300 | ||||||
Net (loss) from Operation before Taxes
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(4,300 | ) | (12,805 | ) | (32,300 | ) | ||||||
Provision for Income Taxes
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0 | 0 | 0 | |||||||||
Net (loss)
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$ | (4,300 | ) | $ | (12,805 | ) | $ | (32,300 | ) | |||
(Loss) per common share – Basic and diluted
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$ | (0 | ) | $ | (0 | ) | ||||||
Weighted Average Number of Common Shares Outstanding
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4,885,000 | 4,885,000 |
The accompanying notes are an integral part of these financial statements.
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ANTAGA INTERNATIONAL CORP
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE PERIOD FROM JUNE 10, 2009 (INCEPTION) TO NOVEMBER 30, 2012
Number of Common Shares
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Amount
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Additional Paid-in Capital
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Deficit accumulated During Development stage
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Total
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Balance at inception on June 10, 2009
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July 21, 2009
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Common shares issued for cash at $0.001
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2,500,000 | $ | 2,500 | $ | - | $ | - | $ | 2,500 | |||||||||||
August 14, 2009
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Common shares issued for cash at $0.008
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675,000 | 675 | 4,725 | - | 5,400 | |||||||||||||||
August 27, 2009
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Common shares issued for cash at $0.01
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450,000 | 450 | 4,050 | 4,500 | ||||||||||||||||
Net (loss) for the period from June 10, 2009 (Inception) to August 31, 2009
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(768 | ) | (768 | ) | ||||||||||||||||
Balance as of August 31, 2009
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3,625,000 | 3,625 | 8,775 | (786 | ) | 11,632 | ||||||||||||||
October 2, 2009
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Common shares issued for cash at $0.01
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1,260,000 | 1,260 | 11,340 | - | 12,600 | |||||||||||||||
Net (loss) for the fiscal year ended August 31, 2010
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(1,897 | ) | (1,897 | ) | ||||||||||||||||
Balance as of August 31,2010
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4,885,000 | 4,885 | 20,115 | (2,665 | ) | 22,335 | ||||||||||||||
Net (loss) for the fiscal year ended August 31, 2011
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(8,105 | ) | (8,105 | ) | ||||||||||||||||
Balance as of August 31, 2011
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4,885,000 | $ | 4,885 | $ | 20,115 | $ | (10,770 | ) | $ | 14,230 | ||||||||||
Forgiveness of debt - Officer Loan
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3,000 | 3,000 | ||||||||||||||||||
Net (loss) for the fiscal year ended August 31, 2012
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(17,230 | ) | (17,230 | ) | ||||||||||||||||
Balance as of August 31, 2012
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4,885,000 | $ | 4,885 | $ | 23,115 | $ | (28,000 | ) | $ | 0 | ||||||||||
Net (loss) for the three month period ended November 30, 2012
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$ | (4,300 | ) | $ | (4,300 | ) | ||||||||||||||
Balance as of November 30, 2012
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4,885,000 | $ | 4,885 | $ | 23,115 | $ | (32,300 | ) | $ | (4,300 | ) |
The accompanying notes are an integral part of these financial statements.
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ANTAGA INTERNATIONAL CORP
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTH PERIODS ENDED NOVEMBER 30, 2012 AND 2011, AND
FOR THE PERIOD FROM JUNE 10, 2009 (INCEPTION) TO NOVEMBER 30, 2012
Three Months
Ended
November 30,
2012
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Three Months
Ended
November 30,
2011
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Period From June 10, 2009 (Inception), to November 30,
2012
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Operating Activities
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Net (loss)
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$ | (4,300 | ) | $ | (12,805 | ) | $ | (32,170 | ) | |||
Net cash (used) for operating activities
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Increase in Accounts Payable
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4,300 | 4,300 | ||||||||||
Net cash (used) for operating activities
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- | (12,805 | ) | (27,870 | ) | |||||||
Financing Activities
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Loans from Director
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- | - | 3,000 | |||||||||
Sale of common stock
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- | - | 25,000 | |||||||||
Net cash provided by financing activities
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- | - | 28,000 | |||||||||
Net increase (decrease) in cash and equivalents
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- | (12,805 | ) | - | ||||||||
Cash and equivalents at beginning of the period
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- | 14,230 | - | |||||||||
Cash and equivalents at end of the period
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$ | - | $ | 1,425 | $ | - | ||||||
Supplemental cash flow information:
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Cash paid for:
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Interest
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$ | - | $ | - | $ | - | ||||||
Taxes
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$ | - | $ | - | $ | - | ||||||
Non-Cash Activities
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$ | - | $ | - | $ | - |
The accompanying notes are an integral part of these financial statements
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ANTAGA INTERNATIONAL CORP
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
November 30, 2012 and 2011 (unaudited)
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Description of Business
Antaga International Corp (“the Company”) was incorporated under the laws of the State of Nevada, U.S. on June 10, 2009. The Company is in the development stage as defined under Statement on Financial Accounting Standards Accounting Standards Codification FASB ASC 915-205 "Development-Stage Entities.” Since inception through June 10, 2009, the Company has not generated any revenue and has accumulated losses of $32,170. The Company intends to commence business operations in nutritional supplements distribution.
Going Concern
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $28,000 as of August 30, 2012 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty.
Cash and Cash Equivalents
For purposes of the Statement of Cash Flows, the Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes.
The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At November 30, 2012 and 2011 the Company's bank deposits did not exceed the insured amounts.
Basic Income (Loss) Per Share
The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.
Dividends
The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.
Income Taxes
The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
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NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Advertising Costs
The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $0 during the three month periods ended November 30, 2012 and 2011.
Accounting Basis
The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted an August 31 fiscal year end.
Impairment of Long-Lived Assets
The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.
Recent accounting pronouncements
We have reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and we do not believe any of these pronouncements will have a material impact on the company.
Use of Estimates
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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Stock-Based Compensation
As of November 30, 2012 and 2011, the Company has not issued any stock-based payments to its employees.
Stock-based compensation is accounted for at fair value in accordance with SFAS No. 123 and 123(R) (ASC 718). To date, the Company has not adopted a stock option plan and has not granted any stock options.
Revenue Recognition
The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.
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NOTE 2 – COMMON STOCK
The Company at November 30, 2012 had 75,000,000 common shares authorized with a par value of $ 0.001 per share. The Company in September 2012 increased its authorized common shares to 100,000,000.
On July 21, 2009, the Company issued 2,500,000 shares of its common stock at $0.001 per share for total proceeds of $2,500. On August 14, 2009, the Company issued 675,000 shares of its common stock at $0.008 per share for total proceeds of $5,400. On August 27, 2009, the Company issued 450,000 shares of its common stock at $0.01 per share for total proceeds of $4,500. On October 2, 2009, the Company issued 1,260,000 shares of its common stock at $0.01 per share for total proceeds of $12,600.
Total shares outstanding as of November 30, 2012 and 2011 were 4,885,000.
NOTE 3 – INCOME TAXES
As of November 30, 2012, the Company had net operating loss carry forwards of $32,170 that may be available to reduce future years’ taxable income through 2032. 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.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.
RESULTS OF OPERATIONS
We have incurred recurring losses to date. 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 MONTH PERIOD ENDED NOVEMBER 30, 2012 COMPARED TO THE THREE MONTH PERIOD ENDED NOVEMBER 30, 2011.
Our net loss for the month period ended November 30, 2012 was $4,170 compared to a net loss of $12,805 during the three month period ended November 30, 2011. During the three month period ended November 31, 2011, the Company did not generate any revenue.
During the three month period ended November 30, 2012, we incurred general and administrative expenses of $4,170 compared to $12,805 incurred during the three month period ended November 30, 2011. These expenses incurred during the three month period ended November, 2012 consisted of $300 of transfer agent fees, $3,000 of accounting related fees and $1,00o in legal fees which was similar to the prior year expenses which were generally related to corporate overhead, financial and administrative contracted services..
The weighted average number of shares outstanding was 4,885,000 for the three month periods ended November 30, 2012 and 2011.
LIQUIDITY AND CAPITAL RESOURCES
THREE MONTHS ENDED NOVEMBER 30, 2012
As of November 30, 2012, our current assets were $0 as compared to $0 as of August 31, 2012, and our total liabilities as of November 30, 2012 were $4,170 as compared to $0 as of August 31, 2012.
Stockholders’ equity was $0 as of both August 31, 2012 and November 30, 2012..
Cash Flows from Operating Activities
We have not generated positive cash flows from operating activities. For the three month period ended November 30, 2012, net cash flows used in operating activities was a net loss of ($4,300).
Cash Flows from Financing Activities
We have financed our operations primarily from either advancements or the issuance of equity and debt instruments. For the three month period ended November 30, 2012, there was $0 cash generated from financing activities. For the period from inception (June 10, 2010) to November 30, 2012, net cash provided by financing activities was $32,300 with $25,000 received from issuances of common stock.
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ITEM 4T. CONTROLS AND PROCEDURES
Management’s Report on Disclosure Controls and Procedures
Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of August 31, 2011 using the criteria established in “ Internal Control - Integrated Framework ” issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of November 30, 2012, the Company determined that there were control deficiencies that constituted material weaknesses, as described below.
1. We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over the Company’s financial statement. Currently the Board of Directors acts in the capacity of the Audit Committee, and does not include a member that is considered to be independent of management to provide the necessary oversight over management’s activities.
2. We did not maintain appropriate cash controls – As of November 30, 2012, the Company has not maintained sufficient internal controls over financial reporting for the cash process, including failure to segregate cash handling and accounting functions, and did not require dual signature on the Company’s bank accounts. Alternatively, the effects of poor cash controls were mitigated by the fact that the Company had limited transactions in their bank accounts.
3. We did not implement appropriate information technology controls – As at November 30, 2012, the Company retains copies of all financial data and material agreements; however there is no formal procedure or evidence of normal backup of the Company’s data or off-site storage of data in the event of theft, misplacement, or loss due to unmitigated factors.
Accordingly, the Company concluded that these control deficiencies resulted in a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.
As a result of the material weaknesses described above, management has concluded that the Company did not maintain effective internal control over financial reporting as of November 30, 2012 based on criteria established in Internal Control—Integrated Framework issued by COSO.
Changes in Internal Control over Financial Reporting
There has been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of November 30, 2012, that occurred during our fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this annual report.
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PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
None
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
ITEM 3. Defaults Upon Senior Securities
None
ITEM 4. Mine Safety Disclosures
None
ITEM 5. Other Information
None
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ITEM 6. Exhibits
31.01
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Certification of Principal Executive Officer Pursuant to Rule 13a-14 (Filed herewith)
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31.02
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Certification of Principal Financial Officer Pursuant to Rule 13a-14 (Filed herewith)
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32.01
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CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act (Filed herewith)
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101.INS **
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XBRL Instance Document
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101.SCH **
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XBRL Taxonomy Extension Schema Document
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101.CAL **
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF **
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB **
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE **
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XBRL Taxonomy Extension Presentation Linkbase Document
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** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
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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.
ANTAGA INTERNATIONAL CORP. | |||
Dated: April 3, 2013
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By:
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/s/ Mark Zouvas | |
Mark Zouvas President and Chief Executive Officer and | |||
Chief Financial Officer |
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