UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 10-Q

 

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended February 28, 2017

 

or

 

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 
For the transition period from ______________ to _____________

  

Commission File Number 000-55667

 

CHEETAH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		37-1763227
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)
Condominio Torres Paseo Colon #604, San Jose, Costa Rica
(Address of principal executive offices)		(Zip Code)

 

+506-8730-1923

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

 

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.

o YES   x NO

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

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 small 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	¨	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)

o YES   x NO

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

 

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.

o YES   o NO

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

20,466,050 common shares issued and outstanding as of April 7, 2017.
  

 

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition or Plan of Operation	11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	14
Item 4.	Controls and Procedures	14
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	15
Item 1A.	Risk Factors	15
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3.	Defaults Upon Senior Securities	15
Item 4.	Mine Safety Disclosures	15
Item 5.	Other Information	15
Item 6.	Exhibits	16
SIGNATURES		17

2

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

CHEETAH ENTERPRISES, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

 

		February 28,				November 30,
		2017				2016
ASSETS
Current Assets
Cash and cash equivalents		$	8,699			$	20,966
Prepaid and other current assets			1,095				1,935
Inventory			19,267				19,267
Total Current Assets			29,061				42,168
TOTAL ASSETS		$	29,061			$	42,168
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities		$	16,144			$	38,079
Due to a related party			30,000				-
Total Current Liabilities			46,144				38,079
TOTAL LIABILITIES			46,144				38,079
Stockholders' Deficit
Preferred stock: 10,000,000 authorized; $0.001 par value
No shares issued and outstanding			-				-
Common stock: 125,000,000 authorized; $0.001 par value
20,466,050 shares issued and outstanding February 28, 2017 and November 30, 2016, respectively			20,466				20,466
Additional paid in capital			50,345				50,345
Accumulated deficit			(87,894	)			(66,722	)
Total Stockholders' Deficit			(17,083	)			4,089
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		$	29,061			$	42,168

 

See notes to the unaudited consolidated financial statements.

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CHEETAH ENTERPRISES, INC.

Condensed Consolidated Statement of Operations

(Unaudited)

 

		Three Months Ended
		February 28,				February 29,
		2017				2016
Revenue		$	-			$	-
Operating Expenses
General and administrative			12,277				1,096
Professional fees			8,895				8,250
Total Operating Expenses			21,172				9,346
Net loss from operations			(21,172	)			(9,346	)
Provision for income taxes			-				-
Net loss		$	(21,172	)		$	(9,346	)
Basic and dilutive loss per common share		$	(0.00	)		$	(0.00	)
Weighted average number of common shares outstanding			20,466,050				19,230,015

 

See notes to the unaudited consolidated financial statements.

 

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CHEETAH ENTERPRISES, INC.

Condensed Consolidated Statement of Cash Flows

(Unaudited)

 

		Three Months Ended
		February 28,				February 29,
		2017				2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(21,172	)		$	(9,346	)
Adjustments to reconcile net loss to net cash
Changes in operating assets and liabilities:
Prepaid expenses and other assets			840				(1,000	)
Accounts payable			(21,935	)			9,750
Net Cash used in Operating Activities			(42,267	)			(596	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net Cash used in Investing Activities			-				-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceed from loan from related party			30,000				-
Proceeds from issuance of common stock			-				14,473
Net Cash provided by Financing Activities			30,000				14,473
Net increase (decrease) in cash and cash equivalents			(12,267	)			13,877
Cash and cash equivalents, beginning of period			20,966				32,885
Cash and cash equivalents, end of period		$	8,699			$	46,762
Supplemental cash flow information
Cash paid for interest		$	-			$	-
Cash paid for taxes		$	-			$	-

 

See notes to the unaudited consolidated financial statements.

 

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CHEETAH ENTERPRISES, INC.

Notes to the Condensed Consolidated Financial Statements

February 28, 2017

(Unaudited)

 

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Cheetah Enterprises, Inc. (the “Company”) is a Nevada corporation incorporated on June 27, 2014. It is based in San Jose, Costa Rica. The Company incorporated a wholly-owned subsidiary, “Cheetah Autos S.A.” in Costa Rica on September 26, 2014. The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is November 30.

 

The Company buys and locally sells used automobiles in the Costa Rican market.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Unaudited Interim Financial Statements

 

The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and Article 8 of Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. This report on Form 10-Q should be read in conjunction with the Company's audited financial statements and notes thereto included in the Company's Annual Report on Form 10-K, for the fiscal year ended November 30, 2016, as filed with the Securities and Exchange Commission ("SEC") on March 3, 2017.

 

In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

 

Basis of Consolidation

 

These financial statements include the accounts of the Company and the wholly-owned subsidiary, Cheetah Autos S.A. All material intercompany balances and transactions have been eliminated.

 

Basis of Presentation

 

The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States.

 

Use of Estimates

 

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 disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

 

Cash and Cash Equivalents

 

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $8,699 and $20,966 in cash and cash equivalents as of at February 28, 2017 and November 30, 2016, respectively.

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Inventory

 

Inventory is stated at the lower of cost or market. Cost is determined using the first-in, first-out ("FIFO") method. As of February 28, 2017 and November 30, 2016, the Company had unsold inventory of $19,267 and $19,267, respectively.

 

Net Loss Per Share of Common Stock

 

The Company has adopted ASC Topic 260, “Earnings per Share,” (“EPS”) which requires presentation of basic EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period.

 

The following table sets forth the computation of basic earnings per share, for the three months ended February 28, 2017 and February 29, 2016:

 

		Three months ended
		February 28,				February 29,
		2017				2016
Net loss		$	(21,172	)		$	(9,346	)
Weighted average common shares issued and outstanding (Basic and Diluted)			20,466,050				19,230,015
Net loss per share, Basic and Diluted		$	(0.00	)		$	(0.00	)

 

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.

 

Concentrations of Credit Risk

 

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables that it will likely incur in the near future. The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

 

Financial Instruments

 

The Company follows ASC 820, “Fair Value Measurements and Disclosures,” which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

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Level 1

 

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

 

Level 2

 

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

Level 3

 

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

 

The Company's financial instruments consist principally of cash, inventory, prepaid and other current assets, accounts payable and due to related party. Pursuant to ASC 820, the fair value of these financial instruments are determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets. The Company believes that the recorded values of all of the Company's other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

 

Foreign Currency Translations

 

The Company’s functional and reporting currency is the U.S. dollar. Our subsidiary’s functional currency is the Costa Rican Colon. All transactions initiated in Costa Rican Colones are translated into U.S. dollars in accordance with ASC 830-30, “Translation of Financial Statements,” as follows:

 

	(i)	Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date.
	(ii)	Equity at historical rates.
	(iii)	Revenue and expense items at the average rate of exchange prevailing during the period.

 

Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders’ equity as a component of comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income.

 

For foreign currency transactions, the Company translates these amounts to the Company’s functional currency at the exchange rate effective on the invoice date. If the exchange rate changes between the time of purchase and the time actual payment is made, a foreign exchange transaction gain or loss results which is included in determining net income for the period. No significant realized exchange gains or losses were recorded during the period ended February 28, 2017 and February 29, 2016.

 

Related Parties

 

The Company follows ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transactions. See note 5.

 

Commitments and Contingencies

 

The Company follows ASC 450-20, “Loss Contingencies,” to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of February 28, 2017.

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Revenue Recognition

 

The Company will recognize revenue from the sale of products and services in accordance with ASC 605, “Revenue Recognition.” The Company will recognize revenue only when all of the following criteria have been met:

 

	i)	Persuasive evidence for an agreement exists;
	ii)	Service has been provided;
	iii)	The fee is fixed or determinable; and,
	iv)	Collection is reasonably assured.

 

Recent Accounting Pronouncements

 

Management has considered all recent accounting pronouncements issued. The Company's management believes that these recent pronouncements will not have a material effect on the Company's financial statements.

 

NOTE 3 - GOING CONCERN

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of February 28, 2017, the Company has a loss from operations of $21,172, an accumulated deficit of $87,894 and has earned minimal revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended November 30, 2017.

 

The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings and through loans from officers and directors.

 

These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

NOTE 4 - EQUITY

 

Preferred Stock

 

The Company has authorized 10,000,000 preferred shares with a par value of $0.001 per share. The Board of Directors are authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes.

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Common Stock

 

The Company has authorized 125,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

 

There were no issuances of common stock for the three months ended February 28, 2017.

 

As of February 28, 2017, and November 30, 2016, 20,466,050 shares of common stock were issued and outstanding, respectively.

 

NOTE 5 - RELATED PARTY TRANSACTIONS

 

The controlling shareholder has pledged his support to fund continuing operations during the development stage; however, there is no written commitment to this effect. The Company is dependent upon the continued support.

 

The officer and director of the Company may be involved in other business activities and may, in the future, become involved in other business opportunities that become available. He may face a conflict in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts.

 

During the three months ended February 28, 2017, the Company borrowed $30,000 from the CEO of the Company and the advance is non-interest bearing and due on demand. Imputed interest has not been calculated, as it is deemed not material. As of February 28, 2017, and November 30, 2016, the Company had due to a related party of $30,000 and $0, respectively.

 

NOTE 6 - SUBSEQUENT EVENTS

 

Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no additional events have occurred that require disclosure.

 

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Item 2. Management's Discussion and Analysis of Financial Condition or Plan of Operation

 

FORWARD-LOOKING STATEMENTS

 

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

 

Our consolidated unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly 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. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

 

Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to “common stock” refer to shares of our common stock.

 

As used in this quarterly report, the terms “we”, “us”, “our company”, mean Cheetah Enterprises, Inc. a Nevada corporation, and our wholly-owned subsidiary Cheetah Autos S.A., unless otherwise indicated.

 

Corporate Overview

 

Cheetah Enterprises, Inc. was incorporated in the State of Nevada on June 27, 2014, and our fiscal year end is November 30. Our company's administrative address is Condominio Torres Paseo Colon #604, San Jose, Costa Rica. Our telephone number is 506-8730-1923.

 

We are an early stage company and have generated minimal revenues and have limited cash on hand. We have sustained losses since inception and have relied solely upon the sale of our securities and advances from our CEO, for funding. We have never declared bankruptcy, been in receivership or involved in any kind of legal proceeding.

 

Business of the Company

 

Our objective is to provide quality used vehicles at a reasonable price to customers in Costa Rica, through our wholly-owned Costa Rican subsidiary, Cheetah Autos S.A. We will accomplish this by purchasing quality used vehicles and advertising them through newspapers, word of mouth, auto trade magazines, and the planned corporate website. We intend to sell cars that are either being resold in the Costa Rican market or imported from the U.S., preferably imported in from Florida and Texas. Our focus will be first sourcing local cars of good quality and value that can be sold quickly for a profit.

 

The majority of our advertising will be done locally through word of mouth, local newspapers and websites, and, eventually, we intend to also advertise on our planned website. The vehicles advertised in trade magazines will link potential customers to our website. Currently, we are developing the website, www.cheetahenterprises.com, and when we find the funds available, we will develop a website locally for the Costa Rican market, www.cheeathautos.com, to advertise our company and our vehicles.

 

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During January 2015, we commenced on our operations, through the purchase and sale of our first vehicle. We expect that we will have a gradual sales increase, as we have not yet started the development of our website, and we have not yet started any advertising and marketing. Therefore, our only source of advertising currently is word of mouth.

 

Results of Operations

 

The following table provides selected financial data about our company for the period ended February 28, 2017 and the year ended November 30, 2016.

 

		February 28, 2017				November 30, 2016				Change				%
Cash and cash equivalents		$	8,699			$	20,966			$	(12,267	)		(59		%)
Prepaid and other current assets		$	1,095			$	1,935			$	(840	)		(43		%)
Inventory		$	19,267			$	19,267			$	-				0	%
Total Assets		$	29,061			$	42,168			$	(13,107	)		(31		%)
Total Liabilities		$	46,144			$	38,079			$	8,065				21	%
Stockholders’ Equity (Deficit)		$	(17,083	)		$	4,089			$	(21,172	)		(518		%)

 

The following summary of our results of operations, for the three ended February 28, 2017, should be read in conjunction with our financial statements, as included in this Form 10-Q.

 

		Three Months Ended
		February 28,				February 29,
		2017				2016				Change				%
Revenue		$	-			$	-			$	-				-
General and administrative expenses			12,277				1,096				11,181				1,020	%
Professional fees			8,895				8,250				645				8	%
Net loss		$	21,172			$	9,346			$	11,826				127	%

 

Three months ending February 28, 2017 compared to three months ending February 29, 2016:

 

For the three months ended February 28, 2017 and 2016 we had no revenue.

 

For the three months ended February 28, 2017, we incurred $12,277 in general and administrative expenses and $8,895 in professional fees, resulting in an operating and net loss of $21,172. For the three months ended February 29, 2016, we incurred $1,096 in general and administrative expenses and $8,250 in professional fees, resulting in an operating and net loss of $9,346. The increase in general and administrative fees was primarily due to a one time regulatory filing fee of $12,000, during the period ended 2017. The professional fees were primarily related to our ongoing regulatory requirements.

 

Liquidity and Capital Resources

 

From June 27, 2014 (inception) through February 28, 2017, we have relied almost exclusively on funds raised from sales of shares of our common stock under our registration statement and to one of our founders and from cash advances from our CEO. The offering of the securities registered by that registration statement commenced on June 25, 2015 and closed on March 31, 2016. 3,696,050 shares of our common stock registered by that registration statement were sold for gross proceeds of $36,961.

 

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Our operations commenced in January 2015, from the purchase and sale of our first vehicle. However, at present, we only have enough cash on hand to pay minimal SEC reporting expenses for the purchase and sale of a limited number of vehicles at any one time. We only have enough cash on hand to cover minimal operations over the next 12 months. We will require at least $20,000 to remain reporting with the SEC for the next 12 months.

 

We will need to raise additional capital to carry out our business plan. There can be no assurance that we will be able to raise additional capital or if we are able to raise additional capital that the terms will be acceptable to us.

 

We had cash on hand of $8,699 and $20,966 at February 28, 2017, and November 30, 2016, respectively. Our primary needs for cash are to expand our business. For the next 12 months, we require a minimum of $20,000 for professional fees related to being a reporting company.

 

Working Capital

 

		February 28, 2017				November 30, 2016				Change				%
Cash		$	8,699			$	20,966			$	(12,267	)		(59		%)
Current assets		$	29,061			$	42,168			$	(13,107	)		(31		%)
Current liabilities		$	46,144			$	38,079			$	8,065				21	%
Working capital (deficiency)		$	(17,083	)		$	4,089			$	(21,172	)		(518		%)

 

Cash Flows

 

		Three Months Ended
		February 28,				February 29,
		2017				2016				Change
Cash used in operating activities		$	(42,267	)		$	(596	)		$	(41,671	)
Cash used in investing activities		$	-			$	-			$	-
Cash provided by financing activities		$	30,000			$	14,473			$	15,527
Cash and cash equivalents on hand		$	8,699			$	46,762			$	(38,063	)

 

As at February 28, 2017, our company’s cash balance was $8,699 and total assets were $29,061. As at November 30, 2016, our company’s cash balance was $20,966 and total assets were $42,168.

 

As at February 28, 2017, our company had total liabilities of $46,144, compared with total liabilities of $38,079 as at November 30, 2016.

 

As at February 28, 2017, our company had working capital deficiency of $17,083 compared with working capital of $4,089 as at November 30, 2016. The decrease in working capital was primarily attributed to due to a decrease in cash and an increase in due to a related party. Our CEO advanced $30,000 during the period ended February 28, 2017 for operating expenses.

 

Cash Flow from Operating Activities

 

During the three months ended February 28, 2017, our company used $42,267 in cash from operating activities, compared to $596 cash used in operating activities during the three months ended February 29, 2016. The cash used from operating activities for the three months ended February 28, 2017, was attributed to an increase in net loss and a decrease in accounts payable.

 

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Cash Flow from Investing Activities

 

The company did not use any funds for investing activities in the three months ended February 28, 2017 or the three months ended February 29, 2016.

 

Cash Flow from Financing Activities

 

Net cash from financing activities was $30,000 from a cash advance from a related party for the three months ended February 28, 2017 compared to net cash from financing activities of $14,473 from the issuance of common shares, from our recent offering for the three months ended February 29, 2016.

 

Going Concern

 

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay for our expenses. This is because we have generated limited revenues and have limited operating history. There is no assurance we will ever reach this point. Accordingly, we must raise sufficient capital from sources. Our only other source for cash at this time is investments by others and advances from our CEO. We must raise cash to stay in business. In response to these problems, management intends to raise additional funds through public or private placement offerings. 

 

Off-Balance Sheet Arrangements

 

We have no 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 that is material to stockholders.

 

Critical Accounting Policies

 

We prepare our consolidated financial statements in conformity with GAAP, which requires management to make certain estimates and assumptions and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the financial statements are prepared and actual results could differ from our estimates and such differences could be material. Due to the need to make estimates about the effect of matters that are inherently uncertain, materially different amounts could be reported under different conditions or using different assumptions. On a regular basis, we review our critical accounting policies and how they are applied in the preparation our financial statements. Please refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as included in this Quarterly Report, for disclosures regarding the Company's critical accounting policies and estimates.

 

Use of Estimates

 

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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

As a “smaller reporting company”, we are not required to provide the information required by this Item.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of February 28, 2017. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms as a result of the following material weaknesses:

 

The specific material weakness identified by our management was ineffective controls over certain aspects of the financial reporting process because of a lack of a sufficient complement of personnel with a level of accounting expertise and an adequate supervisory review structure that is commensurate with our financial reporting requirements and inadequate segregation of duties. 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 would not be prevented or detected on a timely basis.

 

We expect to be materially dependent upon a third party to provide us with accounting consulting services for the foreseeable future. Until such time as we have a chief financial officer with the requisite expertise in U.S. GAAP, there are no assurances that the material weaknesses in our disclosure controls and procedures and internal control over financial reporting will not result in errors in our financial statements which could lead to a restatement of those financial statements.

 

Changes in Internal Controls

 

There have been no changes in our internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Securities Exchange Act Rule 13a-15 or Rule 15d-15 that occurred in the quarter ended February 28, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

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PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

 

Item 1A. Risk Factors

 

As a “smaller reporting company”, we are not required to provide the information required by this Item.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

Not Applicable.

 

Item 5. Other Information

 

None.

 

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Item 6. Exhibits

 

The following exhibits are included as part of this report:

 

Exhibit Number		Description
(31)		Rule 13a-14(a)/15d-14(a) Certification
31.1		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)		Section 1350 Certification
32.1		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
101		Interactive Data Files
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document

___________

* XBRL 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 Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

	CHEETAH ENTERPRISES, INC.
	(Registrant)
Dated: April 10, 2017	By:	/s/ Shane Drdul
		Shane Drdul
		President, Chief Executive Officer, Chief Financial Officer and Director
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

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