Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended December 31, 2015
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ___________ to ___________
Commission file number 333-207041
TENAYA ACQUISITIONS COMPANY
(Exact name of registrant as specified in its charter)
Nevada 46-3033100
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
55 E. Long Lake Road #490
Troy, Michigan 48085
(Address of principal executive offices)
(248) 480-6351
(Issuer's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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. Yes [ ] No [X]
Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate website, if any, every Interactive Data File required to
be submitted and posted pursuant to Rule 405 of Regulation S-T during the
preceding 12 months (or for such shorter period that the registrant was required
to submit and post such files). Yes [ ] No [X]
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
definitions of "large accelerated filer," "accelerated filer," and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Class Outstanding at May 19, 2016
----- ---------------------------
Common Stock, par value $.001 per share 8,000,000 shares
TENAYA ACQUISITIONS COMPANY
TABLE OF CONTENTS
PAGE
----
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited) 3
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
Item 4. Controls and Procedures 12
PART II OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Mine Safety Disclosures 14
Item 5. Other Information 14
Item 6. Exhibits 14
SIGNATURES 15
2
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
TENAYA ACQUISITIONS COMPANY
CONDENSED BALANCE SHEETS
December 31, 2015 June 30, 2015
----------------- -------------
(Unaudited) (Audited)
ASSETS
Current Assets
Cash $ 2 $ 198
Due from Related Party -- --
-------- --------
Total Current Assets 2 198
-------- --------
TOTAL ASSETS $ 2 $ 198
======== ========
LIABILITIES & STOCKHOLDERS' DEFICIT
Current Liabilities
A/P & Accrued Expenses $ 1,038 $ 500
Due to Related Party 5,770 3,715
-------- --------
Total Current Liabilities 6,808 4,215
-------- --------
TOTAL LIABILITIES 6,808 4,215
-------- --------
STOCKHOLDERS' DEFICIT
Common Stock, $0.001 Par Value
Authorized Common Stock
75,000,000 shares at $0.001
Issued and Outstanding
8,000,000 & 8,000,000 Common Shares at December 31, 2015
& June 30, 2015, respectively 8,000 8,000
Additional Paid In Capital -- --
Accumulated Deficit (14,806) (12,017)
TOTAL STOCKHOLDERS' DEFICIT (6,806) (4,017)
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT $ 2 $ 198
======== ========
The accompanying notes are an integral part of
these interim financial statements.
3
TENAYA ACQUISITIONS COMPANY
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
3 months 3 months 6 months 6 months
ended ended ended ended
December 31, December 31, December 31, December 31,
2015 2014 2015 2014
---------- ---------- ---------- ----------
REVENUE
Revenues $ -- $ -- $ -- $ --
---------- ---------- ---------- ----------
Total Revenues -- -- -- --
---------- ---------- ---------- ----------
EXPENSES
General & Admin -- 68 539 68
Professional Fees -- -- 2,250 1,250
---------- ---------- ---------- ----------
Total Expenses -- 68 2,789 1,318
---------- ---------- ---------- ----------
LOSS FROM OPERATIONS -- (68) (2,789) (1,318)
Provision for IncomeTaxes -- -- -- --
---------- ---------- ---------- ----------
NET LOSS $ -- $ (68) $ (2,789) $ (1,318)
========== ========== ========== ==========
BASIC AND DILUTED LOSS PER COMMON SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 8,000,000 8,000,000 8,000,000 8,000,000
========== ========== ========== ==========
The accompanying notes are an integral part of
these interim financial statements.
4
TENAYA ACQUISITIONS COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
6 months 6 months
ended ended
December 31, December 31,
2015 2014
-------- --------
(Unaudited) (Unaudited)
OPERATING ACTIVITIES
Net Income $ (2,789) $ (1,318)
Adjustments to reconcile Net Income to net
cash provided by operations:
Increase (decrease)in AP & Accrued Expenses 538 1,250
-------- --------
Net cash used by Operating Activities (2,251) (68)
-------- --------
FINANCING ACTIVITIES
Issuance of Common Stock -- --
Due to (from) related party 2,055
-------- --------
Net cash provided (used) by Financing Activities 2,055 --
-------- --------
Net increase (decrease) in Cash for period (196) (68)
Cash at beginning of period 198 16
-------- --------
Cash at end of period $ 2 $ (52)
======== ========
Supplemental Cash Flow Information and noncash Financing Activities:
Cash paid for interest $ -- $ --
======== ========
Cash paid for taxes $ -- $ --
======== ========
The accompanying notes are an integral part of
these interim financial statements
5
TENAYA ACQUISITIONS COMPANY
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
DECEMBER 31, 2015
NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Tenaya Acquisitions Company was formed in the State of Nevada on June 20, 2013,
and its year end is June 30. We are a development stage company incorporated to
engage in any lawful corporate undertaking, including, but not limited to,
selected mergers and acquisitions. The Company has been in the developmental
stage since inception and has no operations to date. Other than issuing shares
to its original shareholder, the Company has not commenced any operational
activities.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been condensed or omitted. It is suggested
that these condensed financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's June 30, 2015
audited financial statements. The results of operations for the period ended
December 31, 2015 are not necessarily indicative of the operating results for a
full year.
NOTE 2 - GOING CONCERN
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. For the period from inception on
August 22, 2015 through December 31, 2015, the Company had no operations. As of
December 31, 2015, the Company had not emerged from the development stage. In
view of these matters, the Company's ability to continue as a going concern is
dependent upon the Company's ability to begin operations and to achieve a level
of profitability. The Company intends on financing its future development
activities and its working capital needs largely from the sale of public equity
securities with some additional funding from other traditional financing
sources, including term notes until such time that funds provided by operations
are sufficient to fund working capital requirements. The financial statements of
the Company do not include any adjustments relating to the recoverability and
classification of recorded assets, or the amounts and classifications of
liabilities that might be necessary should the Company be unable to continue as
a going concern.
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The financial statements present the balance sheets, statements of operations,
changes in stockholders' deficit, and cash flows of the Company. These financial
statements are presented in United States dollars and have been prepared in
accordance with accounting principles generally accepted in the United States.
6
ADVERTISING
Advertising costs are expensed as incurred. As of December 31, 2015 and June 30,
2015, no advertising costs have been incurred.
PROPERTY?
The Company does not own or rent any property. The office space is provided by
the CEO at no charge.
USE OF ESTIMATES AND ASSUMPTIONS
Preparation of the financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
CASH AND CASH EQUIVALENTS
For the purposes of the statement of cash flows, the Company considers highly
liquid financial instruments purchased with a maturity of three months or less
to be cash equivalent. At December 31, 2015 and June 30, 2015, the Company had
$2 and $198 in cash, respectively.
REVENUE AND COST RECOGNITION
The Company has no current source of revenue; therefore, the Company has not yet
adopted any policy regarding the recognition of revenue or cost.
NET LOSS PER SHARE
Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.
RECENT ACCOUNTING PRONOUNCEMENTS
The company has evaluated all the recent accounting pronouncements and believes
that none of them will have a material effect on the company's financial
statement.
NOTE 4 - CAPITAL STOCK
The Company is authorized to issue an aggregate of 75,000,000 common shares with
a par value of $0.001 per share. No preferred shares have been authorized or
issued. At both December 31, 2015 and June 30, 2015, 8,000,000 common shares are
issued and outstanding.
7
On June 24, 2013, the Company issued 5,685,000 Founder's shares at $0.001 per
share (par value) for total cash of $5,685.
On June 24, 2013, the Company issued 2,315,000 shares for services provided
since inception. These shares were issued at par value ($0.001 per share) for
services valued at $2,315.
At December 31, 2015, there are no warrants or options outstanding to acquire
any additional shares of common stock of the Company.
NOTE 5 - RELATED PARTY TRANSACTIONS
At December 31, 2015 and June 30, 2015, the President has loaned the Company
$5,770 and $3,715, respectively. The loans are payable on demand and carry no
interest.
NOTE 6 - SUBSEQUENT EVENTS
Management has evaluated subsequent events through May 19, 2016, the date the
financial statements were available to be issued. Management is not aware of any
significant events that occurred subsequent to the balance sheet date that would
have a material effect on the financial statements thereby requiring adjustment
or disclosure.
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion and analysis should be read in conjunction with our
financial statements, including the notes thereto, appearing in this report and
are hereby referenced. 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.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed below and elsewhere in this report. You should not
place undue certainty on these forward-looking statements, which apply only as
of the date of this report. We believe it is important to communicate our
expectations. However, our management disclaims any obligation to update any
forward-looking statements whether as a result of new information, future events
or otherwise.
These forward-looking statements are based on our management's current
expectations and beliefs and involve numerous risks and uncertainties that could
cause actual results to differ materially from expectations. You should not rely
upon these forward-looking statements as predictions of future events because we
cannot assure you that the events or circumstances reflected in these statements
will be achieved or will occur. You can identify a forward-looking statement by
the use of the forward-terminology, including words such as "may", "will",
"believes", "anticipates", "estimates", "expects", "continues", "should",
"seeks", "intends", "plans", and/or words of similar import, or the negative of
these words and phrases or other variations of these words and phrases or
comparable terminology. These forward-looking statements relate to, among other
things: our sales, results of operations and anticipated cash flows; capital
expenditures; depreciation and amortization expenses; sales, general and
administrative expenses; our ability to maintain and develop relationship with
our existing and potential future customers; and, our ability to maintain a
level of investment that is required to remain competitive. Many factors could
cause our actual results to differ materially from those projected in these
forward-looking statements, including, but not limited to: variability of our
revenues and financial performance; risks associated with technological changes;
the acceptance of our products in the marketplace by existing and potential
customers; disruption of operations or increases in expenses due to our
involvement with litigation or caused by civil or political unrest or other
catastrophic events; general economic conditions, government mandates; and, the
continued employment of our key personnel and other risks associated with
competition.
The Registrant intends to seek to acquire assets or shares of an entity actively
engaged in business which generates revenues, in exchange for its securities.
The Registrant has no acquisitions in mind and has not entered into any
negotiations regarding such an acquisition.
PLAN OF OPERATION
The Registrant intends to seek to acquire assets or shares of an entity actively
engaged in business which generates revenues, in exchange for its securities.
The Registrant has no acquisitions in mind and has not entered into any
negotiations regarding such an acquisition. Neither the Company's sole officer,
director, promoter nor any affiliates thereof have engaged in any preliminary
contact or discussions with any representative of any other company regarding
the possibility of an acquisition or merger between the Company and such other
company as of the date of this registration statement.
9
The Company will not restrict its search to any specific business, industry, or
geographical location and the Company may participate in a business venture of
virtually any kind or nature. This discussion of the proposed business is
purposefully general and is not meant to be restrictive of the Company's
virtually unlimited discretion to search for and enter into potential business
opportunities. Our sole officer and director, Mr. Blaszczak, anticipates that it
will be able to participate in only one potential business venture because the
Company has nominal assets and limited financial resources. See "Financial
Statements."
The Company may seek a business opportunity with entities which have recently
commenced operations, or which wish to utilize the public marketplace in order
to raise additional capital in order to expand into new products or markets, to
develop a new product or service, or for other corporate purposes. The Company
may acquire assets and establish wholly-owned subsidiaries in various businesses
or acquire existing businesses as subsidiaries.
RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2015
COMPARED TO THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2014
REVENUES. The Company's revenues were $0 for the three and six months ended
December 31, 2015 and 2014. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES.
Selling, general and administrative expenses for the three months ended December
31, 2015 were $0 as compared to $68 for the three months ended December 31,
2014. Selling, general and administrative expenses for the six months ended
December 31, 2015 were $539 as compared to $68 for the six months ended December
31, 2014. General and administrative expenses increased because the Company
incurred compliance filing fees.
LIQUIDITY AND CAPITAL RESOURCES
We measure our liquidity in a number of ways, including the following:
As of As of
December 31, 2015 June 30, 2015
----------------- -------------
Cash $ 2 $ 198
Working Capital (6,806) (4,017)
Debt (current) 6,808 4,215
On June 24, 2013, the Company issued 5,685,000 Founder's shares at $0.001 per
share (par value) for total cash of $5,685.
On June 24, 2013, the Company issued 2,315,000 shares for services provided
since inception. These shares were issued at par value ($0.001 per share) for
services valued at $2,315.
At September 30, 2015 and June 30, 2015, the President has loaned the Company
$5,845 and $3,715, respectively. The loans are payable on demand and carry no
interest.
10
The Company has not yet established an ongoing source of revenue sufficient to
cover its operating costs and allow it to continue as a going concern. The
ability of the Company to continue as a going concern is dependent on the
Company obtaining adequate capital to fund operating losses until it becomes
profitable. If the Company is unable to obtain adequate capital, it could be
forced to cease operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
In order to continue as a going concern, the Company will need, among other
things, additional capital resources. The Registrant intends to seek to acquire
assets or shares of an entity actively engaged in business which generates
revenues, in exchange for its securities. The Registrant has no acquisitions in
mind and has not entered into any negotiations regarding such an acquisition.
Capital resources for the Company include (i) obtaining capital from management
and significant stockholders sufficient to meet its minimal operating expenses;
(ii) obtaining funding from outside sources through the sale of its debt and/or
equity securities; and (iii) completing a merger with or acquisition of an
existing operating company. However, management cannot provide any assurances
that the Company will be successful in accomplishing any of its plans.
IMPACT OF INFLATION
We believe that the rate of inflation has had negligible effect on our
operations. We believe we can absorb most, if not all, increased non-controlled
operating costs by increasing sales prices, whenever deemed necessary and by
operating our Company in the most efficient manner possible.
NET CASH USED IN OPERATING ACTIVITIES
We experienced negative cash flow of $2,251 from operating activities during the
six ended December 31, 2015 as compared to negative cash flow from operating
activities in the amount of $68 during six months ended December 31, 2014.
NET CASH USED IN INVESTING ACTIVITIES
The cash used in investing activities during the six months ended December 31,
2015 and 2014 was $0.
NET CASH PROVIDED BY FINANCING ACTIVITIES
Cash provided by financing activities during the six month periods December 31,
2015 was $2,055 and $0 during the six months ended December 31, 2014.
AVAILABILITY OF ADDITIONAL FUNDS
Based on our working capital deficit as of December 31, 2015 and zero revenues,
we expect to need additional equity and/or debt financing to continue our
operations during the next 12 months. We expect that our current cash on hand
will not fund our operations through December 31 2016.
11
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Our financial statements and accompanying notes have been prepared in accordance
with United States generally accepted accounting principles applied on a
consistent basis. The preparation of financial statements in conformity with
United States generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities, the disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting periods. Actual results could differ from these estimates.
Our significant estimates and assumptions include the fair value of our stock,
and the valuation allowance relating to the Company's deferred tax assets.
We qualify as an "emerging growth company", as defined in the Jumpstart Our
Business Startups Act, which became law in April, 2012. Under the JOBS Act,
"emerging growth companies", can delay adopting new or revised accounting
standards until such time as those standards apply to private companies. We have
elected not to avail ourselves of this exemption from new or revised accounting
standards and, therefore, will be subject to the same new or revised accounting
standards as other public companies that are not emerging growth companies.
MATERIAL COMMITMENTS
There was no material commitment during the six months ended December 31, 2015.
PURCHASE OF FURNITURE AND EQUIPMENT
We purchased no equipment in the six months ended December 31, 2015.
RECENT ACCOUNTING PRONOUNCEMENTS
We have adopted all recently issued accounting pronouncements. The adoption of
the accounting pronouncements, including those not yet effective, is not
anticipated to have a material effect on our financial position or results of
operations.
OFF BALANCE SHEET ARRANGEMENTS
As of December 31, 2015, we had no off balance sheet arrangements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Disclosure under this section is not required for a smaller reporting company.
ITEM 4. CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures that are designed to ensure that
the information required to be disclosed in the reports that we file under the
Securities Exchange Act of 1934 (the "Exchange Act") is recorded, processed,
summarized and reported within the time periods specified in the Securities and
Exchange Commission's rules and forms, and that such information is accumulated
and communicated to our management, including our President and Treasurer, as
appropriate, to allow timely decisions regarding required disclosures. In
designing and evaluating the disclosure controls and procedures, management
recognized that any controls and procedures, no matter how well designed and
operated, can only provide reasonable assurance of achieving the desired control
objectives, and in reaching a reasonable level of assurance, management
necessarily was required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.
12
As required by SEC Rule 13a-15(b), we carried out an evaluation, under the
supervision and with the participation of our management, including our
President and Treasurer, of the effectiveness of the design and operation of our
disclosure controls and procedures as of the end of our second fiscal quarter
covered by this report. Based on the foregoing, our President and Treasurer
concluded that our disclosure controls and procedures were not effective at the
reasonable assurance level. It should be noted that the design of any system of
controls is based in part upon certain assumptions about the likelihood of
future events, and there can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions, regardless of
how remote.
MANAGEMENT'S REMEDIATION INITIATIVES
In an effort to remediate the identified material weaknesses and other
deficiencies and enhance our internal controls, we plan to initiate the
following series of measures once we have the financial resources to do so:
* We will create a position to segregate duties consistent with control
objectives and will increase our personnel resources and technical
accounting expertise within the accounting function when funds are
available to us. And, we plan to appoint one or more outside directors
to an audit committee resulting in a fully functioning audit
committee, which will undertake the oversight in the establishment and
monitoring of required internal controls and procedures, such as
reviewing and approving estimates and assumptions made by management
when funds are available to us.
* Management believes that the appointment of outside directors to a
fully functioning audit committee, would remedy the lack of a
functioning audit committee.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in our internal controls over financial reporting that
occurred during the period covered by this report, which were identified in
connection with management's evaluation required by paragraph (d) of Rules
13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.
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.
13
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
(a) Exhibits
Exhibit No. Description
----------- -----------
Exhibit 31.1 302 Certification - Brian Blaszczak
Exhibit 32.1 906 Certification - Brian Blaszczak
Exhibit 101 Interactive Data Files pursuant to Rule 405 of Regulation S-T.
(b) Reports of Form 8-K
None
14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TENAYA ACQUISITIONS COMPANY
DATE: May 20, 2016
By: /s/ Brian Blaszczak
--------------------------------------------
Brian Blaszczak
Chairman, President, Chief Executive Officer
and Treasurer (Principal Accounting Officer
and Authorized Officer)
15
Exhibit No. Description
----------- -----------
Exhibit 31.1 302 Certification - Brian Blaszczak
Exhibit 32.1 906 Certification - Brian Blaszczak
Exhibit 101 Interactive Data Files pursuant to Rule 405 of Regulation S-T
