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 January 31, 2020

 

Or

 

[  ]	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from __________ to __________

 

New World Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware		000-56122		37-1913081
(State of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

1363 Veterans Memorial Highway, Suite 22, Hauppauge, New York, 11788

(Address of principal executive offices) (Zip code)

 

888-605-3510

(Registrant’s telephone number, including area code)

 

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 requirement for the past 90 days.

 

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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

 

Yes [X]    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. (Check one):

 

Large accelerated filer	[  ]			Accelerated filer	[  ]
Non-accelerated filer	[  ]		(Do not check if a smaller reporting company)	Smaller reporting company	[X]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

 

Yes [  ]    No [X]

 

The number of shares of common stock, par value $0.0001 per share of New World Technologies, Inc. outstanding as of the close of business on January 31, 2020 were 3,518,571.

 

 

 

NEW WORLD TECHNOLOGIES, INC.

 

TABLE OF CONTENTS EDGAR AGENT PLEASE UPDATE

 

	Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements	3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3. Quantitative and Qualitative Disclosures About Market Risk	18
Item 4. Controls and Procedures	18
PART II - OTHER INFORMATION
Item 1. Legal Proceedings	19
Item 1A. Risk Factors	19
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	19
Item 3. Defaults Upon Senior Securities	19
Item 4. Mine Safety Disclosures	19
Item 5. Other Information	19
Item 6. Exhibits and Reports on Form 8-K	20
	21
SIGNATURES

 

 

PART I FINANCIAL INFORMATION

 

ITEM 1

FINANCIAL STATEMENTS

 

NEW WORLD TECHNOLOGIES, INC.

BALANCE SHEET

(UNAUDITED)

 

		JANUARY 31, 2020				OCTOBER 31, 2019
ASSETS
CURRENT ASSETS
Cash		$	42,592			$	89,544
Accounts receivable			-				-
Prepaid expenses			-				-
Total Current Assets			42,592				89,544
Fixed assets, net			-				-
OTHER ASSETS
Security deposits			-				-
Total Other Assets			-				-
Long-term Assets - Operating Lease Right of Use Asset			144,237				150,233
TOTAL ASSETS		$	186,829			$	239,777
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses		$	72,922			$	34,955
Current portion of notes payable			-				-
Liability for common stock to be issued			-				-
Liability for preferred stock to be issued			-				-
Total Current Liabilities			72,922				34,955
Long-term Liabilities - Operating Lease			150,673				156,405
TOTAL LIABILITIES			223,595				191,360
STOCKHOLDERS’ EQUITY
Preferred stock, $0.0001 par value, 20,000,000 shares authorized, -0- shares issued and outstanding, respectively			-				-
Common stock, $0.0001 par value, 100,000,000 shares authorized, 3,518,571 and 3,518,571 shares issued and outstanding, respectively			352				352
Additional paid in capital			212,698				212,698
Accumulated Deficit			(249,816	)			(164,633	)
Total Stockholders’ Equity			(36,766	)			48,417
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	186,829			$	239,777

 

The accompanying notes are an integral part of these unaudited interim financial statements.

 

 

NEW WORLD TECHNOLOGIES, INC.

STATEMENT OF OPERATIONS

(UNAUDITED)

 

		THREE MONTHS				THREE MONTHS
		ENDED				ENDED
		JANUARY 31, 2020				JANUARY 31, 2019
REVENUE		$	-			$	-
OPERATING EXPENSES
Payroll, consulting and professional fees			51,900				-
Rent			8,929				7,681
Selling, general and administrative			24,354				15
Depreciation and amortization			-				-
Cost of Device Units			-				-
			85,183				7,696
NET LOSS BEFORE OTHER INCOME (EXPENSE)			(85,183	)			(7,696	)
OTHER INCOME			-				-
LOSS BEFORE INCOME TAXES			(85,183	)			(7,696	)
INCOME TAXES			-				-
NET LOSS		$	(85,183	)		$	(7,696	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC & DILUTED			3,518,571				3,477,484
NET INCOME (LOSS) PER SHARE - BASIC & DILUTED		$	(0.02	)		$	(0.00	)

 

The accompanying notes are an integral part of these unaudited interim financial statements.

 

 

NEW WORLD TECHNOLOGIES, INC.

STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

 

																		Additional
		Preferred Stock								Common Stock								Paid-In				Accumulated
		Shares				Amount				Shares				Amount				Capital				Deficit				Total
Balance - October 16, 2018			-				-				-				-				-				-				-
Shares issued for services rendered and liability for stock to be issued			-				-				-				-				-				-				-
Shares issued under agreements with consultants and employees			-				-				2,000,000				200				-				-				200
Shares issued for cash			-								1,428,571				143				199,857								200,000
Net loss for the month ended October 31, 2018			-				-				-				-				-				(12,800	)			(12,800	)
Balance - October 31, 2018			-			$	-				3,428,571			$	343			$	199,857			$	(12,800	)		$	187,400
Shares issued under agreements with consultants and employees			-				-				-				-				250				-				250
Shares issued for services rendered and liability for stock to be issued											90,000				9				12,591								12,600
Net loss for the year ended October 31, 2019			-				-				-				-				-				(151,833	)			(151,833	)
Balance - October 31, 2019			-			$	-				3,518,571			$	352			$	212,698			$	(164,633	)		$	48,417
Shares issued under agreements with consultants and employees			-				-				-				-				-				-				-
Shares issued for services rendered and liability for stock to be issued											-				-				-								-
Net loss for the three months ended January 31, 2020			-				-				-				-				-				(85,183	)			(85,183	)
Balance - January 31, 2020			-			$	-				3,518,571			$	352			$	212,698			$	(249,816	)		$	(36,766	)

 

The accompanying notes are an integral part of these unaudited interim financial statements.

 

 

NEW WORLD TECHNOLOGIES, INC.

STATEMENT OF CASH FLOWS

(UNAUDITED)

 

		THREE MONTHS				THREE MONTHS
		ENDED				ENDED
		JANUARY 31, 2020				JANUARY 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(85,183	)		$	(7,696	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			-				-
Share-based compensation			-				-
Reduction of lease liability - Operaitng lease			(5,732	)			(2,981	)
Reduction of right of use asset - Operaitng lease			5,996				4,524
Change in operating assets and liabilities
Prepaid expenses			-				-
Accounts receivable			-				-
Accounts payable and accrued expenses			37,967				6,138
Total adjustments			38,231				7,681
Net cash used in operating activities			(46,952	)			(15	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Security deposits			-				-
Acquisition of fixed assets			-				-
Disposition of fixed assets			-				-
Net cash used in investing activities			-				-
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of preferred and common stock for cash (including liability for shares to be issued)			-				250
Proceeds received from notes payable			-				-
Repayments of notes payable			-				-
Net cash provided by financing activities			-				250
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS			(46,952	)			235
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD			89,544				200,000
CASH AND CASH EQUIVALENTS - END OF PERIOD		$	42,592			$	200,235
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest		$	-			$	-
Taxes		$	-			$	-
NON-CASH SUPPLEMENTAL INFORMATION:
Issuance of common stock for liability of stock to be issued		$	-			$	12,600
Issuance of preferred stock for liability of stock to be issued		$	-			$	-

 

The accompanying notes are an integral part of these unaudited interim financial statements.

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

1.	NOTE 1 – BASIS OF PRESENTATION AND BUSINESS DESCRIPTION

 

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of January 31, 2020 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended January 31, 2020 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended October 31, 2019 filed with the SEC on February 28, 2020.

 

New World Technologies, Inc. (the “Company”), was formed in the State of Delaware on October 16, 2018.

 

New World Technologies, Inc. is a healthcare and medical technology and device research, development and distribution company with a focus on developing and further providing innovative, cutting edge, technologically advanced products. Such technologies will be developed with an emphasis on diagnostics and screening technology, which potentially allows for the prevention or early detection and mitigation of potentially life-threatening illnesses.

 

Use of Estimates

 

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures 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 materially from those estimates.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

 

The Company maintains cash and cash equivalent balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”).

 

Circumstances surrounding “checks awaiting deposit”

 

Checks awaiting deposit are checks that are outstanding for a longer than normal period of time and are infrequent and even rare during the normal course of business. Checks awaiting deposits as reported on the balance sheet ending October 31, 2018 were solely due to one single check received by the Company. The check was dated October 29^th, 2018. The check was received as a result of a stock purchase transaction during the early stages of the Company’s formation. Due to administrative issues on the Company’s side and administrative issues on the purchaser’s side, collectively, caused unique delays in the Company’s processing of the check. The funds were cleared and available to the Company on January 10, 2019.

 

Stock-Based Compensation

 

The Company accounts for stock-based compensation in accordance with the provisions of ASC 718-10 “Share Based Payments”.

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

The Company recognizes these compensation costs, net of an estimated forfeiture rate, on a pro rata basis over the requisite service period of each vesting tranche of each award. The Company considers voluntary termination behavior as well as trends of actual option forfeitures when estimating the forfeiture rate.

 

Liability For Stock To Be Issued

 

The Company from time to time enters into agreements for the issuance of common and preferred stock for cash and services. When the shares have not been issued, the Company records the amounts as liability for stock to be issued. For cash transactions the Company records the liability for the amount of cash received and for services the Company records the transaction in accordance with ASC 845 Nonmonetary transactions whereby the services are valued based on the fair value of the services or the equity instruments to be issued, whichever is more clearly evident, as of the measurement date.

 

Recently Issued Accounting Standards

 

The Financial Accounting Standards Board and the Securities Exchange commission have issued certain accounting standards updates and regulations that will become effective in subsequent periods. Except for the changes discussed below, management does not believe that any of those updates would have significantly affected the Company’s financial accounting measures or disclosures had they been in effect in 2020 and 2019, and it does not believe that any of those pronouncements will have a significant impact on the Company’s financial statements at the time they become effective.

 

Adoption of ASC 842

 

On November 1, 2018 (fiscal 2019), we adopted FASB Accounting Standards Codification, or ASC, Topic 842, Leases, or ASC 842, which requires the recognition of the right-of-use assets and related operating and finance lease liabilities on the balance sheet. As permitted by ASC 842, we elected the adoption date of November 1, 2018, which is the date of initial application. The Company had no lease obligations or liabilities prior. As a result, the balance sheet prior to November 1, 2018 was not restated. Under ASC 842, all leases are required to be recorded on the balance sheet and are classified as either operating leases or finance leases. The lease classification affects the expense recognition in the income statement. Operating lease charges are recorded entirely in operating expenses. Finance lease charges are split, where amortization of the right-of-use asset is recorded in operating expenses and an implied interest component is recorded in interest expense. The expense recognition for operating leases and finance leases under ASC 842 is substantially consistent with ASC 840. As a result, there is no significant difference in our results of operations presented in our income statement for each period presented.

 

We adopted ASC 842 using a modified retrospective approach for all leases existing at November 1, 2018. The adoption of ASC 842 had a substantial impact on our balance sheet. The most significant impact was the recognition of the operating lease right-of-use assets and the liability for operating leases. Accordingly, upon adoption, leases that would be classified as operating leases under ASC 840 were classified as operating leases under ASC 842, and we recorded $168,329 as operating lease right-of-use assets and the related lease liability. The lease liability is based on the present value of the remaining minimum lease payments, discounted using the Small Business Administration (“SBA”) 7(a) loan incremental borrowing rate of 2.25% + Prime (5.25%) = 7.5% at November 1, 2018, using the original lease term as the tenor. The Company has taken advantage of certain practical expedients offered to registrants at adoption of ASC 842. The Company does not apply the recognition requirements of ASC 842 to short-term leases and sub leases. Instead, those lease payments are recognized in profit or loss on a straight-line basis over the lease term. The Company is currently not party to any short-term or sub leases. Further, as a practical expedient, all lease contracts are accounted for as one single lease component, as opposed to separating lease and non-lease components to allocate the consideration within a single lease contract.

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

We lease all our office space in conducting our business. We adopted ASC 842 effective November 1, 2018 (fiscal 2019). For contracts entered into on or after the effective date, at the inception of a contract we assess whether the contract is, or contains, a lease. Our assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether we obtain the right to substantially all the economic benefit from the use of the asset throughout the period, and (3) whether we have the right to direct the use of the asset. There were no lease obligations prior to November 1, 2018.

 

Leases are classified as either finance leases or operating leases. A lease is classified as a finance lease if any one of the following criteria are met: the lease transfers ownership of the asset by the end of the lease term, the lease contains an option to purchase the asset that is reasonably certain to be exercised, the lease term is for a major part of the remaining useful life of the asset or the present value of the lease payments equals or exceeds substantially all of the fair value of the asset. A lease is classified as an operating lease if it does not meet any one of these criteria. Our current operating lease is an office space lease, and the Company is currently not party to any finance leases.

 

For all leases at the lease commencement date, a right-of-use asset and a lease liability are recognized. The right-of-use asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease.

 

The right-of-use asset is initially measured at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred, less any lease incentives received. All right-of-use assets are reviewed for impairment. The lease liability is initially measured at the present value of the lease payments, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, an incremental borrowing rate for the same term as the underlying lease. For our operating lease, we used an incremental borrowing rate of 7.5% (see above). For any future finance leases, we would use the rate implicit in the lease or an incremental borrowing rate if the implicit lease rate cannot be determined.

 

Lease payments included in the measurement of the lease liability comprise the following: the fixed non-cancelable lease payments, payments for optional renewal periods where it is reasonably certain the renewal period will be exercised, and payments for early termination options unless it is reasonably certain the lease will not be terminated early.

 

Lease expense for our operating lease consists of the lease payments plus any initial direct costs, and is recognized on a straight-line basis over the lease term. Included in lease expense are any variable lease payments incurred in the period that were not included in the initial lease liability. Lease expense for finance leases would consists of the amortization of the right-of-use asset on a straight-line basis over the lease term and interest expense determined on an amortized cost basis. The lease payments are allocated between a reduction of the lease liability and interest expense. The Company is currently not party to any finance leases.

 

We have elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less. The Company is currently not party to any short-term leases.

 

Changes in Stockholder’s Equity

 

In 2018, the US Securities and Exchange Commission (“SEC”) adopted a new release, “Disclosure Update and Simplification” which includes a new requirement that companies must present a reconciliation of changes in stockholders’ equity as a separate statement or footnote in interim financial statements. The SEC made this change by incorporating the requirements of Rule 3-04 of Regulation S-X in the SEC’s interim financial reporting rules. The Company reports its Statement in Changes in Stockholder’s Deficit with the Company’s financial statement reports provided within its interim reporting. These changes will be effective November 1, 2018 (fiscal 2019).

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

2.	NOTE 2 – COMMON STOCK and PREFERRED STOCK

 

In October 2018, the Company filed a Certificate of Incorporation and organized under the Delaware General Corporation Law. Under this certificate, the Company has 100,000,000 common shares, par value $.0001 per share authorized and 20,000,000 preferred shares, par value $.0001 per share authorized.

 

Common Stock

 

During October 2018, the Company issued 2,000,000 shares of common stock to an executive officer as a result of an employment agreement.

 

During October 2018, the Company raised $200,000 and issued 1,428,571 shares of common stock to a related party as a result of a stock purchase agreement. (See Note 6)

 

During October 2018, the Company entered into various agreements with key executives of the Company, and as a result, 90,000 common shares in the aggregate are to be issued and were valued in the aggregate at $12,600 and recorded as a liability for stock to be issued. During December 2018 these common shares were issued in accordance with their respective agreements.

 

Preferred Stock

 

There are no preferred shares issued or outstanding nor any dividends accrued or payable.

 

3.	NOTE 3 – INCOME TAXES

 

The Company files U.S. federal and state of New York tax returns that are subject to audit by tax authorities beginning with the calendar year ended December 31, 2018. The Company’s policy is to classify assessments, if any, for tax and related interest and penalties as tax expense.

 

4.	NOTE 4 – COMMITMENTS

 

Lease Agreement

 

Our current operating lease right-of-use asset and operating lease liability represent our lease for office space used to conduct our business. As of January 31, 2020, the Company is not party to any finance leases. The lease has a remaining lease term of 5 years. The components of lease expense for the three months ended January 31, 2020 and 2019 were as follows:

 

		January 31, 2020				January 31, 2019
Operating lease cost (cost resulting from lease payments)		$	6,731			$	-0-
Operating lease expense			8,929				7,681

 

The Company calculates its incremental borrowing rates for specific lease terms, used to discount future lease payments, as a function of the Small Business Administration (“SBA”) 7(a) loan incremental borrowing rates. The Company’s discount rate and lease term remaining on its lease liability is approximately 7.50% and 5 years, respectively. The Company had net operating cash flows from the operating lease of $264 and $1,543 related to the lease for the three months ended January 31, 2020 and 2019, respectively.

 

As of January 31, 2020 and 2019, the Company’s right-of-use assets are $144,237 and $150,233, respectively, which are reported in other long-term assets in the Company’s balance sheets. As of January 31, 2020 and 2019, the Company has outstanding lease obligations of $150,673 and $156,405, respectively, which are reported in long-term obligations in the Company’s balance sheets.

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

The Company has taken advantage of certain practical expedients offered to registrants at adoption of ASC 842. The Company does not apply the recognition requirements of ASC 842 to short-term leases and sub leases. Instead, those lease payments are recognized in profit or loss on a straight-line basis over the lease term. Further, as a practical expedient, all lease contracts are accounted for as one single lease component, as opposed to separating lease and non-lease components to allocate the consideration within a single lease contract.

 

Maturities of aggregate operating lease liabilities as of January 31, 2020 were as follows:

 

2020		$	36,000
2021			36,000
2022			36,000
2023			36,000
2024			36,000
Thereafter		$	12,000
Total minimum lease payments		$	192,000
Imputed interest		$	(40,000	)
Total		$	152,000

 

The Company entered into a 6 year lease agreement in Hauppauge, New York for executive offices of the Company. The Company will account for this lease as an operating lease under ASC 842. The lease commences November 15, 2018 and expires February 28, 2025. The lease requires an annual payment of approximately $34,659 for the first year, with rent commencing February 15, 2019 with increases 3% per year subsequent thereto plus any increases in real estate taxes over the base year, as defined. Subsequently the Company further entered into a Commencement Date Agreement with the landlord amending the lease commencement date to December 21, 2018. The Company will be required to pay a security deposit of $5,727.

 

$8,929 and $7,681 in rental expense has been charged to operations for the three months ended January 31, 2020 and 2019, respectively. Rental expense is accounted for on the straight-line method.

 

Any excess of recognized rent expense over scheduled lease payments is included in accounts payable and accrued expenses.

 

Employment Agreements

 

In October 2018 the Company entered into an employment agreement with a key management individual. In accordance with the respective terms of the agreement, the Company is to issue equity compensation to this individual. As a result, 2,000,000 shares of common stock were issued.

 

In October 2018 the Company entered into various employment agreements with key management individuals. In accordance with the respective terms of these agreements, the Company is to issue equity compensation to those individuals. As a result, 60,000 shares of common stock in the aggregate are to be issued, were valued at $8,400 and recorded as a liability for stock to be issued. During December 2018 these common shares were issued in accordance with their respective agreements.

 

In October 2018 the Company entered into a Board of Director membership agreement with a key management individual. In accordance with the respective terms of this agreement, the Company is to issue equity compensation to this individual. As a result, 30,000 shares of common stock are to be issued, were valued at $4,200 and recorded as a liability for stock to be issued. During December 2018 these common shares were issued in accordance with the agreement.

 

 

NEW WORLD TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS JANUARY 31, 2020 and 2019

(UNAUDITED)

 

Stock Purchase Agreement

 

During October 2018, the Company entered into a stock purchase agreement with a related party for the sale of shares of the Company’s common stock. As a result, 1,428,571 shares of common stock were issued. (See Note 7).

 

5.	NOTE 5 – CREDIT RISK AND OTHER CONCENTRATIONS

 

Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents and trade receivables. The Company places its cash with high credit quality financial institutions. At times, such cash and cash equivalents may exceed the FDIC insured limit of $250,000.

 

There are no accounts receivable concentrations and no revenue concentrations at January 31, 2020 and 2019.

 

6.	NOTE 6 – LIQUIDITY AND CAPITAL RESOURCES

 

The Company has recently incorporated and has not yet commenced operations. As the Company is currently jumpstarting its medical technology and device research, development and distribution business, there will be concerted, focused efforts on raising capital. During October 2018, we were successful in raising net proceeds of $200,000 through a private placement in order to fund the development and growth of our operations. During October 2019, we were successful in getting the registration of our common securities declared effective by the SEC in order to enhance and expand our capital raising efforts. Our ability to continue as a going concern is dependent on our obtaining additional adequate capital to fund additional operating losses until we become profitable. If we are unable to obtain adequate capital, we could be forced to cease operations.

 

7.	NOTE 7 – RELATED PARTY TRANSACTIONS

 

During October 2018, the Company entered into a stock purchase agreement and sold 1,428,571 shares of common stock valued at $200,000 to a company in which the Chief Executive Officer participates in. (See Notes 2 and 4)

 

8.	NOTE 8 – SUBSEQUENT EVENTS

 

The Company’s management has evaluated all subsequent events through issuance date and none required disclosure.

 

 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Forward Looking Statements

 

Some of the statements contained in this Form 10-Q that are not historical facts are “forward-looking statements” which can be identified by the use of terminology such as “estimates,” “projects,” “plans,” “believes,” “expects,” “anticipates,” “intends,” or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. Factors that may cause actual results, our performance or achievements, or industry results, to differ materially from those contemplated by such forward-looking statements include, without limitation:

 

	●	Our ability to raise capital when needed and on acceptable terms and conditions;
	●	our future operating results;
	●	our business prospects;
	●	any contractual arrangements and relationships with third parties;
	●	the dependence of our future success on the general economy; and
	●	the adequacy of our cash resources and working capital.

 

All written and oral forward-looking statements made in connection with this Form 10-Q are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. Except as may be required under applicable securities laws, we undertake no obligation to publicly update or revise any forward-looking statements whether as a result of more information, future events or occurrences.

 

Results of Operations

 

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 and related notes included elsewhere in this prospectus. This discussion and analysis and other parts of this prospectus contain forward-looking statements based upon current beliefs, plans and expectations that involve risks, uncertainties and assumptions, such as statements regarding our plans, objectives, expectations, intentions and projections. Our actual results and the timing of selected events could differ materially from those anticipated in these forward-looking statements as a result of several factors, including, but not limited to, those set forth under RISK FACTORS and elsewhere in this prospectus.

 

Forward Looking Statements

 

Some of the statements contained in this Form 10-Q that are not historical facts but are “forward-looking statements” which can be identified by the use of terminology such as “estimates,” “projects,” “plans,” “believes,” “expects,” “anticipates,” “intends,” or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. Factors that may cause actual results, our performance or achievements, or industry results, to differ materially from those contemplated by such forward-looking statements include, without limitation:

 

	●	Our ability to raise capital when needed and on acceptable terms and conditions;
	●	our future operating results;
	●	our business prospects;
	●	any contractual arrangements and relationships with third parties;
	●	the dependence of our future success on the general economy; and
	●	the adequacy of our cash resources and working capital.

 

All written and oral forward-looking statements made in connection with this Form 10-Q are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. Except as may be required under applicable securities laws, we undertake no obligation to publicly update or revise any forward-looking statements whether as a result of more information, future events or occurrences.

 

Company Overview

 

New World Technologies, Inc. is a healthcare and medical technology and device research, development and distribution development stage company with a focus on developing and providing innovative and technologically advanced medical products. The Company intends that its technologies will be developed with an emphasis on diagnostics and screening technology, which potentially allow for the prevention or early detection and mitigation of potentially life-threatening illnesses. The Company was incorporated in October 2018. The Company is a development stage company and has no revenues to date.

 

Current Operations and Recent Developments

 

The Company is developing its first product, a Cardiovascular Spectrum Diagnostic System (“CSDS”). CSDS is designed to incorporate technology and function of current equipment while providing the healthcare professional with a portable, all-in-one instrument that is easy and intuitive to use. Readings are immediately available on the tablet and provide a robust and comprehensive assessment of overall coronary and cardiovascular function and even, possibly, denote the potential presence, size and location of any possible myocardial ischemic. The proceeds from this offering will be used to finalize the research of the CSDS, to complete its FDA approval application, and to begin production and marketing of the system.

 

 

The Company intends to develop as a medical device and products company through its own research and by entering into partnerships or other business arrangements with other medical device and research companies. The Company intends to focus on developing and providing technologically advanced products.

 

Technology and devices the Company elects to distribute are expected to focus on preventative and diagnostic testing and care with the anticipation of detecting potential medical issues in their early stages yielding positive medical outcomes for patients. We intend to conduct our own research and to develop medical technologies, further developing products that the Company can distribute, obtaining necessary approvals and certifications, as well as being reimbursable under current medical procedure billing codes.

 

The Company is at the very beginning of its growth cycle and like many emerging growth companies, it faces challenges. These challenges range from the need for additional working and growth capital, securing qualified key personnel, managing market expectations, and supporting product procurement as anticipated demand increases. The Company believes that it is positioning itself to meet and overcome these various challenges, allowing for increased opportunities where market penetration and growth can be realized.

 

The Company believes that the medical device sector is a very fast growing industry representing a tremendous opportunity to participate in the growing demands of the bio life sciences and health care technology industries. An aging global population and chronic diseases are fueling the rising demand and associated spending of care, along with increasing patient awareness, knowledge, and expectations putting focus and pressure on the research and development of early detection, diagnostic and clinical innovations. The Company believes that such focus and demand will be fueled by an aging population and the burgeoning prevalence of chronic diseases. This represents an opportunity for medical technology research and development companies such as New World Technologies, Inc. in helping physicians deliver innovative, cost-effective high-value health care with positive outcomes for both patient and physician.

 

In October 2018 the Company secured office space in Hauppauge, New York as its operational headquarters. This new location will be used to provide executive, management and administrative offices for the Company’s regional operations.

 

The Company intends to develop a core foundation of technologies and products to bring to market with the anticipation of building upon that foundation and further enhancing and expanding upon products offered and networks serviced, focusing on the evaluation, implementation and placement of new technology and products through new distribution channels, partners and strategic alliances.

 

The Company had filed a Form S-1 with the SEC in January 2019 along with related subsequent amendments throughout 2019. The registration has now been declared effective by the SEC in October 2019. The Company looks forward to and anticipates being listed on the OTC Markets. The Company is currently seeking to engage market-makers, investor and public relations and related professionals with expectations of securing such support mechanisms by fiscal year end.

 

Critical Accounting Policies and Estimates

 

The Company’s discussion and analysis of its financial condition and results of operations is based on financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities and expenses. On an ongoing basis, the Company evaluates these estimates and judgments and bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. These estimates and assumptions form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results and experiences may differ materially from these estimates.

 

While our significant accounting policies are more fully described in our financial statements, we believe that the following accounting policies are the most critical to aid you in fully understanding and evaluating our reported financial results and affect the more significant judgments and estimates that we use in the preparation of our financial statements.

 

 

In February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02, leases (Topic 842) and subsequent amendments to the initial guidance: ASU 2017-13, ASU 2018-10, ASU 2018-11, ASU 2018-20 and ASU 2019-01, (collectively “Update 2016-02”). Update 2016-02 requires recognition of right-of-use assets and lease liabilities on the balance sheet, including those leases classified as operating leases under previous GAAP. We adopted Update 2016-02 on November 1, 2018 (fiscal 2019). As a result of the adoption, we recorded an opening right-of-use asset balance of $168,329, which is included in other long-term assets in the financial statements. The Company also recorded an opening lease liability of $168,329 which is included in long-term liabilities in the financial statements.

 

In 2018, the United States Securities and Exchange Commission (“SEC”) adopted a new release, “Disclosure Update and Simplification” which includes a new requirement that companies must present a reconciliation of changes in stockholders’ equity as a separate statement or footnote in interim financial statements. The SEC made this change by incorporating the requirements of Rule 3-04of Regulation S-X in the SEC’s interim financial reporting rules. The Company reports its Statement in Changes in Stockholder’s Deficit with the Company’s financial statement reports provided within its interim reporting. These changes were effective November 1, 2018 (fiscal 2019).

 

Results of Operations

 

Results for the three months ended January 31, 2020 compared to the three months ended January 31, 2019.

 

Revenue. As the Company is in its early development stage, the Company had no revenue for the three months ended January 31, 2020 and no revenue for the period ending January 31, 2019. The Company continues to met with start-up challenges during 2019 and 2020 as it continues to work towards establishing a fundamental core of technology, products and distribution channels as well as continually researching new products, technologies and services. In connection with the launch, the Company continues to look to obtain and secure new executive management team members, Board members and strategic alliances to bring additional industry experience and expertise in accomplishing the Company’s current goals. During October 2019, the Company was successful in getting the registration of its common securities declared effective by the SEC enhancing and expanding capital raising efforts. The Company will vigorously continue its capital raising efforts through fiscal 2020.

 

Operating expenses: Payroll, consulting, and professional fees aggregated $51,900 for the three months ended January 31, 2020 compared to $-0- for the three months ended January 31, 2019, an increase of $51,900 or 100%. The increase was primarily due to certain executive officer compensation beginning in fiscal 2019. The Company entered an employment agreement, as amended with a certain key officer and payments are made according to the terms of the agreement. The Company anticipates it will retain key management team members and board members as well as various individuals and companies for various consults and services. The Company also continues seeking and engaging new key management team members, board members and staff through fiscal 2020.

 

Rent: Rent expenses for the three months ended January 31, 2020 was $8,929 compared to $7,681for the three months ended January 31, 2019, an increase of $1,248 or 16.2%. The increase is primarily due to the Company entering into a lease for office space commencing in fiscal 2019. The Company entered a lease for office space in Hauppauge, New York. This location will be used to provide executive, management and administrative offices for the Company’s regional operations. According to the terms of the lease, the commencement date will be November 15, 2018 with rent commencing on February 15, 2019. Subsequently the Company further entered into a Commencement Date Agreement with the landlord amending the lease commencement date to December 21, 2018.

 

General and Administrative. General and administrative expenses for the three months ended January 31, 2020 aggregated $24,354 compared to $15 for the three months ended January 31, 2019, an increase of $24,339 or 162,260.0%. The increase was primarily related to the Company starting and ramping up operations, and included banking fees of $100, utilities of $963, accounting fees of $5,940, newswire fees of $4,720, insurance of $4,920, regulatory fees of $5,236 and stock transfer fees of $2,055 during fiscal first quarter 2020, with the Company only starting during October 2018. The Company anticipates continuing to incur certain operational expenses including insurance policies and coverages, telephone and telecommunications services, regulatory fees and other administrative expenses as well. We also anticipate to begin incurring travel, entertainment, meals and related expenses to support and advance the business, raise additional capital and secure management and staff members through fiscal 2020 as the Company continues to establish its medical technology and device research, development and distribution business.

 

 

Depreciation and Amortization. There is no depreciation or amortization expenses for the three months ended January 31, 2020 and the three months ended January 31, 2019. The Company anticipates it will procure certain fixed assets and related capital expenditures over approximately the next year as the Company continues to establish its medical technology and device research, development and distribution business.

 

Income Taxes. No provision for income taxes has been recorded for the three months ended January 31, 2020 and the three months ended January 31, 2019.

 

Net Loss. The net loss for the three months ended January 31, 2020 was ($85,183) compared to the net loss of ($7,696) for the three months ended January 31, 2019. The Company had a loss per weighted average common share outstanding of ($0.02) for the three months ended January 31, 2020 compared to ($-0-) for the three months ended January 31, 2019.

 

Liquidity and Capital Resources

 

As the Company is currently jumpstarting its medical technology and device research, development and distribution business, there continues to be concerted, focused efforts on raising capital. During October 2018, the Company raised net proceeds of $200,000 through a private placement in order to fund the development and growth of operations. During October 2019, the Company was successful in getting the registration of its common securities declared effective by the SEC enhancing and expanding capital raising efforts. The Company’s ability to continue as a going concern is dependent on obtaining additional adequate capital to fund additional operating losses until profitable. If the Company’s is unable to obtain adequate capital, it could be forced to cease operations.

 

The following table presents a summary of our net cash provided by (used in) operating, investing and financing activities for January 31, 2020 and 2019:

 

Category		January 31, 2020				January 31, 2019
Net cash used in operating activities		$	(46,952	)		$	(15	)
Net cash used in investing activities			-				-	)
Net cash provided by financing activities		$	-			$	250

 

Cash flows for the three months ended January 31, 2020 compared to the three months ended January 31, 2019: For the three months ended January 31, 2020, the Company incurred a net loss of ($85,183). Net cash used in operating activities was ($46,952), net cash used in investing activities was $-0- and net cash provided by financing activities was $-0-. For the three months ended January 31, 2019, the Company incurred a net loss of ($7,696). Net cash used in operating activities was ($15), net cash used in investing activities was $-0- and net cash provided by financing activities was $250.

 

Working Capital Information

 

The following table presents a summary of our working capital:

 

Category		January 31, 2020				January 31, 2019
Current assets		$	42,592			$	200,235
Current liabilities			72,922				6,138	)
Working capital (deficit)		$	(30,330	)		$	194,097

 

 

As of January 31, 2020, the Company had a working capital deficit of ($30,330) compared to a working capital surplus $194,097 at January 31, 2019, or a decrease in working capital of $224,427 primarily due to a decrease of $157,643 in cash as a result of certain operating, selling and administrative expenses as well as the implementation of certain officer compensation and a net increase of current liabilities of $66,784 primarily as a result of certain operating, selling and administrative expenses and the implementation of certain officer compensation.

 

The Company expects to continue its capital raising efforts through fiscal 2020 with increased exposure and awareness, with such efforts further enhanced and supported by the SEC declaring the Company’s registration of common securities effective in October 2019. The Company expects to utilize this platform and its securities in enhancing capital raise efforts and needs, and as a result, through the engagement and retention of more formalized investor and public relations professionals, through financial and technology roadshows, and through the engagement of other such professional firms.

 

In view of these matters, realization of certain of the assets in the accompanying balance sheet is dependent upon the Company’s continued operations, which in turn is dependent upon its ability to meet its financial requirements, raise additional financing, and the success of the Company’s future operations.

 

Additional funding may not be available to the Company on acceptable terms or at all. In addition, the terms of any financing may adversely affect the holdings or the rights of the Company’s stockholders. For example, if the Company raises additional funds by issuing equity securities or by selling debt securities, if convertible, further dilution to existing stockholders would result. To the extent the Company’s capital resources are insufficient to meet future capital requirements, the Company will need to finance future cash needs through public or private equity offerings, collaboration agreements, debt financings or licensing arrangements. If adequate funds are not available, the Company may be required to terminate, significantly modify or delay the development and launch of the businesses, reduce planned commercialization efforts, or obtain funds through means that may require the Company to relinquish certain rights that it might otherwise seek to protect and retain. Further, the Company may elect to raise additional funds even before needed them if management believes the conditions for raising capital are favorable.

 

 

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not required for smaller reporting companies.

 

ITEM 4.

CONTROLS AND PROCEDURES

 

Our independent accounting firm has not, nor is required, to perform any procedures to assess the effectiveness of management remediation efforts.

 

Evaluation of Disclosure Controls and Procedures.

 

Our Principal Executive Officer and Principal Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were not believed to be effective such that the information required to be disclosed by us in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding disclosure. The Company is launching its medical technology business and is developing its first product, and as such currently lacks documented procedures included documentation related to testing of processes, data validation procedures from the systems into the general ledger, testing of systems, validation of results, disclosure review, and other analytics. Furthermore, the Company lacked sufficient personnel to properly segregate duties. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 

Changes in Internal Controls.

 

There were no changes in our internal controls over financial reporting during the fiscal quarter ended January 31, 2020, 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

 

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the business. We are not currently party to any material legal proceedings.

 

ITEM 1A.

RISK FACTORS

 

None.

 

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

 

Not applicable.

 

ITEM 4.

MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5.

OTHER INFORMATION

 

Not applicable.

 

 

ITEM 6.

EXHIBITS

 

Exhibit Number		Description of Exhibit
31.1		Certification of the Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a)
31.2		Certification of the Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a)
32.1		Certification of the Principal Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002
32.2		Certification of the Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002
EX-101.INS		XBRL INSTANCE DOCUMENT
EX-101.SCH		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT
EX-101.CAL		XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
EX-101.DEF		XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
EX-101.LAB		XBRL TAXONOMY EXTENSION LABELS LINKBASE
EX-101.PRE		XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE

 

 

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.

 

	NEW WORLD TECHNOLOGIES, INC.
DATE: March 23, 2020	By:	/s/ Hank Tucker
		Hank Tucker
		Chief Executive Officer, Chairman of the Board

 

DATE: March 23, 2020	By:	/s/ Richard Gonsalves
		Richard Gonsalves
		Chief Financial Officer