Attached files

file filename
8-K - FORM 8-K - SportsQuest, Inc.sportsquest_8k.htm

Exhibit 99.1

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at March 31, 2021 (Unaudited)

 

   Notes 

As at

March 31, 2021 (Unaudited)

  

As at

December 31, 2020 (Unaudited)

 
       ($)    ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   35,013    324 
Accounts receivable  5   351    1,171 
Prepaid expenses  6   199    1,329 
Total Current Assets      35,563    2,824 
              
Intangible assets - Allied / ECO  7        
Total Assets      35,563    2,824 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  8        
Notes payable - EPIC  9        
Notes payable - RS  10        
Notes payable - Tucker  11        
Notes payable - JB  12   175,000    175,000 
Wells Fargo Loan  13        
Trade and other payables  14   150,751    118,012 
Accrued expenses      520,000    520,000 
Total Current Liabilities      845,751    813,012 
              
Long-term debt - net of current portion  8        
Total Liabilities      845,751    813,012 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    464,876 
Accumulated deficit      (1,275,074)   (1,275,074)
Total Shareholders’ Equity      (810,188)   (810,188)
              
Total Liabilities and Equity      35,563    2,824 

 

 

 1 

 

 

SportsQuest, Inc.

Consolidated Statement of Operations

For the three months ended March 31, 2021 and the year ended December 31, 2020 (Unaudited)

 

  

For the

three months ended

March 31, 2021

  

For the

year ended

December 31, 2020

 
    ($)    ($) 
           
REVENUE   61,466    173,795 
COST OF GOODS SOLD   (41,797)   (83,421)
           
GROSS PROFIT   19,669    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   14,137    39,973 
           
TOTAL OPERATING EXPENSES   14,137    39,973 
           
OPERATING PROFIT / (LOSS)   5,532    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (5,532)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 2 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2021 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
         ($)         ($)         ($)    ($)    ($) 
                                         
As at January 1, 2021 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)
                                         
Common stock issued during the year                                  
                                         
Profit / (loss) for the period                                      
                                         
As at March 31, 2021 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 

 3 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the three months ended March 31, 2021 and the year ended December 31, 2020 (Unaudited)

 

   2021   2020 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   820    2,732 
(Decrease) / increase in trade payables   32,739    27,283 
(Decrease) / increase in accrued expenses       520,000 
Decrease / (increase) in prepaid expenses   1,130    7,534 
    34,689    557,549 
           
           
Cash flow from operating activities   34,689    557,549 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties        
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities        
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts       (613,658)
Issuance of share capital        
Buy back of shares        
           
Cash flow from financing activities       (613,658)
           
Increase/(decrease) in cash and cash equivalents   34,689    (56,109)
           
Cash and cash equivalents at beginning of the year   324    56,433 
           
Cash and cash equivalents at end of the year   35,013    324 

 

 

 4 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the three months ended March 31, 2021 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 5 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)     Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 6 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 7 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 8 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $35,013 

 

5Accounts receivable

 

Opening balance  $1,171 
Net movement during the period   (820)
      
Closing balance  $351 

 

6.Prepaid expenses

 

Opening balance  $1,329 
Net movement during the period   (1,130)
      
Closing balance  $199 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Notes payable - PLS

 

Opening balance  $613,658 
Net movement during the period   (613,658)
      
Closing balance  $ 

 

9Notes payable - EPIC

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

 

 

 9 

 

 

10Notes payable - RS

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

11Notes payable - Tucker

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

12Notes payable - JB

 

Opening balance  $175,000 
Net movement during the period    
      
Closing balance  $175,000 

 

13Wells Fargo Loan

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

14Trade and other payables

 

Opening balance  $118,012 
Net movement during the period   32,739 
      
Closing balance  $150,751 

 

15Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 

 10 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2020 (Unaudited)

  

   Notes 

As at

December 31, 2020 (Unaudited)

  

As at

December 31, 2019 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   324    56,433 
Accounts receivable  5   1,171    3,903 
Prepaid expenses  6   1,329    8,863 
              
Total Current Assets      2,824    69,199 
              
Intangible assets - Allied / ECO  7        
              
Total Assets      2,824    69,199 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  8       67,502 
Notes payable - EPIC  9        
Notes payable - RS  10        
Notes payable - Tucker  11        
Notes payable - JB  12   175,000    175,000 
Wells Fargo Loan  13        
Trade and other payables  14   118,012    90,729 
Accrued expenses      520,000     
              
Total Current Liabilities      813,012    333,231 
              
Long-term debt - net of current portion  8       546,156 
              
Total Liabilities      813,012    879,387 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    464,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (810,188)   (810,188)
              
              
Total Liabilities and Equity      2,824    69,199 

 

 

 11 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2020 and 2019 (Unaudited)

 

  

For the year ended

December 31, 2020

  

For the year ended

December 31, 2019

 
    ($)    ($) 
           
REVENUE   187,471    173,795 
COST OF GOODS SOLD   (127,481)   (83,421)
           
GROSS PROFIT   59,990    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   43,118    39,973 
           
TOTAL OPERATING EXPENSES   43,118    39,973 
           
OPERATING PROFIT / (LOSS)   16,872    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (16,872)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 12 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2020 (Unaudited)

 

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2020 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)
                                         
Common stock issued during the year                                  
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2020 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 

 

 13 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2020 and 2019 (Unaudited)

 

   2020   2019 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   2,732    (139)
(Decrease) / increase in trade payables   27,283    22,736 
(Decrease) / increase in accrued expenses   520,000     
Decrease / (increase) in prepaid expenses   7,534    (316)
    557,549    22,281 
           
           
Cash flow from operating activities   557,549    22,281 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties       180,000 
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities       180,000 
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (613,658)   (163,124)
Issuance of share capital        
Buy back of shares        
           
Cash flow from financing activities   (613,658)   (163,124)
           
Increase/(decrease) in cash and cash equivalents   (56,109)   39,157 
           
Cash and cash equivalents at beginning of the year   56,433    17,276 
           
Cash and cash equivalents at end of the year   324    56,433 

 

 

 

 14 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2020 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 15 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 16 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 17 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 18 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $324 

 

5Accounts receivable

 

Opening balance  $3,903 
Net movement during the period   (2,732)
      
Closing balance  $1,171 

 

6.Prepaid expenses

 

Opening balance  $8,863 
Net movement during the period   (7,534)
      
Closing balance  $1,329 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Notes payable - PLS

 

Opening balance  $613,658 
Net movement during the period   (613,658)
      
Closing balance  $ 

 

9Notes payable - EPIC

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

 

 

 19 

 

 

10Notes payable - RS

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

11Notes payable - Tucker

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

12Notes payable - JB

 

Opening balance  $175,000 
Net movement during the period    
      
Closing balance  $175,000 

 

13Wells Fargo Loan

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

14Trade and other payables

 

Opening balance  $90,729 
Net movement during the period   27,283 
      
Closing balance  $118,012 

 

15Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 20 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2019 (Unaudited)

 

   Notes 

As at

December 31, 2019 (Unaudited)

  

As at

December 31, 2018 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   56,433    17,276 
Accounts receivable  5   3,903    3,764 
Prepaid expenses  6   8,863    8,547 
              
Total Current Assets      69,199    29,587 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8       180,000 
              
Total Assets      69,199    209,587 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   67,502    85,446 
Notes payable - EPIC  10        
Notes payable - RS  11        
Notes payable - Tucker  12        
Notes payable - JB  13   175,000    175,000 
Wells Fargo Loan  14        
Trade and other payables  15   90,729    67,993 
              
Total Current Liabilities      333,231    328,439 
              
Long-term debt - net of current portion  9   546,156    691,336 
              
Total Liabilities      879,387    1,019,775 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    464,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (810,188)   (810,188)
              
              
Total Liabilities and Equity      69,199    209,587 

 

 

 

 21 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2019 and 2018 (Unaudited)

 

 

  

For the year ended

December 31, 2019

  

For the year ended

December 31, 2018

 
   ($)   ($) 
           
REVENUE   170,568    173,795 
COST OF GOODS SOLD   (81,872)   (83,421)
           
GROSS PROFIT   88,696    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   39,231    39,973 
           
TOTAL OPERATING EXPENSES   39,231    39,973 
           
OPERATING PROFIT / (LOSS)   49,465    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (49,465)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 22 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2019 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2019 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)
                                         
Common stock issued during the year                                  
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2019 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 23 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2019 and 2018 (Unaudited)

   

   2019   2018 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (139)   (134)
(Decrease) / increase in trade payables   22,736    18,946 
Decrease / (increase) in prepaid expenses   (316)   (305)
    22,281    18,507 
           
           
Cash flow from operating activities   22,281    18,507 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties   180,000     
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities   180,000     
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (163,124)   (33,181)
Issuance of share capital        
Buy back of shares        
           
Cash flow from financing activities   (163,124)   (33,181)
           
Increase/(decrease) in cash and cash equivalents   39,157    (14,674)
           
Cash and cash equivalents at beginning of the year   17,276    31,950 
           
Cash and cash equivalents at end of the year   56,433    17,276 

 

 

 

 24 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2019 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 25 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 26 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 27 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 28 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $56,433 

 

5Accounts receivable

 

Opening balance  $3,764 
Net movement during the period   139
      
Closing balance  $3,903 

 

6.Prepaid expenses

 

Opening balance  $8,547 
Net movement during the period   316
      
Closing balance  $8,863 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $180,000 
Net movement during the period   (180,000)
      
Closing balance  $ 

 

9Notes payable - PLS

 

Opening balance  $776,782 
Net movement in liabilities during the period   (163,124)
    613,658 
      
Less: current portion   (67,502)
      
Closing balance  $546,156 

 

10Notes payable - EPIC

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

 

 

 29 

 

 

11Notes payable - RS

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

12Notes payable - Tucker

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

13Notes payable - JB

 

Opening balance  $175,000 
Net movement in liabilities during the period    
      
Closing balance  $175,000 

 

14Wells Fargo Loan

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $67,993 
Net movement in liabilities during the period   22,736 
      
Closing balance  $90,729 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 30 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2018 (Unaudited)

 

   Notes 

As at

December 31, 2018 (Unaudited)

  

As at

December 31, 2017 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   17,276    31,950 
Accounts receivable  5   3,764    3,630 
Prepaid expenses  6   8,547    8,242 
              
Total Current Assets      29,587    43,822 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   180,000    180,000 
              
Total Assets      209,587    223,822 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   85,446    108,159 
Notes payable - EPIC  10        
Notes payable - RS  11        
Notes payable - Tucker  12        
Notes payable - JB  13   175,000    1,695 
Wells Fargo Loan  14        
Trade and other payables  15   67,993    49,047 
              
Total Current Liabilities      328,439    158,901 
              
Long-term debt - net of current portion  9   691,336    875,109 
              
Total Liabilities      1,019,775    1,034,010 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    464,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (810,188)   (810,188)
              
              
Total Liabilities and Equity      209,587    223,822 

 

 

 

 31 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2018 and 2017 (Unaudited)

 

  

For the year ended

December 31, 2018

  

For the year ended

December 31, 2017

 
   ($)   ($) 
           
REVENUE   164,576    173,795 
COST OF GOODS SOLD   (78,996)   (83,421)
           
GROSS PROFIT   85,580    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   37,853    39,973 
           
TOTAL OPERATING EXPENSES   37,853    39,973 
           
OPERATING PROFIT / (LOSS)   47,727    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (47,727)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 

 32 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2018 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2018 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)
                                         
Common stock issued during the year                                  
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2018 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 33 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2018 and 2017

 

 

   2018   2017 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (134)   (130)
(Decrease) / increase in trade payables   18,946    15,789 
Decrease / (increase) in prepaid expenses   (305)   (294)
    18,507    15,365 
           
           
Cash flow from operating activities   18,507    15,365 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties       350,000 
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities       350,000 
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (33,181)   (907,574)
Issuance of share capital        
Buy back of shares        
           
Cash flow from financing activities   (33,181)   (907,574)
           
Increase/(decrease) in cash and cash equivalents   (14,674)   (542,209)
           
Cash and cash equivalents at beginning of the year   31,950    574,159 
           
Cash and cash equivalents at end of the year   17,276    31,950 

 

 

 34 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2018 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 35 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 36 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 37 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 38 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $17,276 

 

5Accounts receivable

 

Opening balance  $3,630 
Net movement during the period   134
      
Closing balance  $3,764 

 

6.Prepaid expenses

 

Opening balance  $8,242 
Net movement during the period   305
      
Closing balance  $8,547 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $180,000 
Net movement during the period    
      
Closing balance  $180,000 

  

9Notes payable - PLS

 

Opening balance  $983,268 
Net movement in liabilities during the period   (206,486)
    776,782 
      
Less: current portion   (85,446)
Closing balance  $691,336 

 

10Notes payable - EPIC

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

 

 

 39 

 

 

11Notes payable - RS

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

12Notes payable - Tucker

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

13Notes payable - JB

 

Opening balance  $1,695 
Net movement in liabilities during the period   173,305 
      
Closing balance  $175,000 

 

14Wells Fargo Loan

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $49,047 
Net movement in liabilities during the period   18,946 
      
Closing balance  $67,993 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 40 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2017 (Unaudited)

 

   Notes 

As at

December 31, 2017 (Unaudited)

  

As at

December 31, 2016 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   31,950    574,159 
Accounts receivable  5   3,630    3,500 
Prepaid expenses  6   8,242    7,948 
              
Total Current Assets      43,822    585,607 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   180,000    530,000 
              
Total Assets      223,822    1,115,607 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   108,159    105,009 
Notes payable - EPIC  10        
Notes payable - RS  11        
Notes payable - Tucker  12       935,816 
Notes payable - JB  13   1,695    2,092 
Wells Fargo Loan  14        
Trade and other payables  15   49,047    33,258 
              
Total Current Liabilities      158,901    1,076,175 
              
Long-term debt - net of current portion  9   875,109    849,620 
              
Total Liabilities      1,034,010    1,925,795 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    464,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (810,188)   (810,188)
              
              
Total Liabilities and Equity      223,822    1,115,607 

 

 

 41 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2017 and 2016 (Unaudited)

 

  

For the year ended

December 31, 2017

  

For the year ended

December 31, 2016

 
    ($)    ($) 
           
REVENUE   158,582    173,795 
COST OF GOODS SOLD   (76,119)   (83,421)
           
GROSS PROFIT   82,463    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   36,474    39,973 
           
TOTAL OPERATING EXPENSES   36,474    39,973 
           
OPERATING PROFIT / (LOSS)   45,989    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (45,989)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 

 42 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2017 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2017 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)
                                         
Common stock issued during the year                                  
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2017 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 

 

 

 

 43 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2017 and 2016

 

   2017   2016 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (130)   (125)
(Decrease) / increase in trade payables   15,789    13,157 
Decrease / (increase) in prepaid expenses   (294)   (284)
    15,365    12,748 
           
           
Cash flow from operating activities   15,365    12,748 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties   350,000    470,000 
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities   350,000    470,000 
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (907,574)   (46,301)
Issuance of share capital        
Buy back of shares       125,000 
           
Cash flow from financing activities   (907,574)   78,699 
           
Increase/(decrease) in cash and cash equivalents   (542,209)   561,447 
           
Cash and cash equivalents at beginning of the year   574,159    12,712 
           
Cash and cash equivalents at end of the year   31,950    574,159 

 

 

 

 44 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2017 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 45 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 46 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 47 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 48 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $31,950 

 

5Accounts receivable

 

Opening balance  $3,500 
Net movement during the period   130
      
Closing balance  $3,630 

 

6.Prepaid expenses

 

Opening balance  $7,948 
Net movement during the period   294
      
Closing balance  $8,242 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $530,000 
Net movement during the period   (350,000)
      
Closing balance  $180,000 

  

9Notes payable - PLS

 

Opening balance  $954,629 
Net movement in liabilities during the period   28,639
    983,268 
      
Less: current portion   (108,159)
Closing balance  $875,109 

 

10Notes payable - EPIC

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

 

 

 49 

 

 

11Notes payable - RS

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

12Notes payable - Tucker

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

13Notes payable - JB

 

Opening balance  $2,092 
Net movement in liabilities during the period   (397)
      
Closing balance  $1,695 

 

14Wells Fargo Loan

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $33,258 
Net movement in liabilities during the period   15,789 
      
Closing balance  $49,407 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 

 50 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2016 (Unaudited)

 

   Notes 

As at

December 31, 2016 (Unaudited)

  

As at

December 31, 2015 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   574,159    12,712 
Accounts receivable  5   3,500    3,375 
Prepaid expenses  6   7,948    7,664 
              
Total Current Assets      585,607    23,751 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   530,000    1,000,000 
              
Total Assets      1,115,607    1,023,751 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   105,009    101,951 
Notes payable - EPIC  10       54,517 
Notes payable - RS  11        
Notes payable - Tucker  12   935,816    954,914 
Notes payable - JB  13   2,092    2,583 
Wells Fargo Loan  14        
Trade and other payables  15   33,258    20,101 
              
Total Current Liabilities      1,076,175    1,134,066 
              
Long-term debt - net of current portion  9   849,620    824,873 
              
Total Liabilities      1,925,795    1,958,939 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      464,876    339,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (810,188)   (935,188)
              
              
Total Liabilities and Equity      1,115,607    1,023,751 

 

 

 51 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2016 and 2015 (Unaudited)

 

  

For the year ended

December 31, 2016

  

For the year ended

December 31, 2015

 
    ($)    ($) 
           
REVENUE   155,356    173,795 
COST OF GOODS SOLD   (74,571)   (83,421)
           
GROSS PROFIT   80,785    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   35,732    39,973 
           
TOTAL OPERATING EXPENSES   35,732    39,973 
           
OPERATING PROFIT / (LOSS)   45,053    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (45,053)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 52 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2016 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2016 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)
                                         
Common stock issued during the year                     1,250,000,000    125,000        125,000 
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2016 (Unaudited)   10,000    10            4,648,760,000    464,876    (1,275,074)   (810,188)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 53 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2016 and 2015 (Unaudited)

 

   2016   2015 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (125)   (120)
(Decrease) / increase in trade payables   13,157    10,964 
Decrease / (increase) in prepaid expenses   (284)   (273)
    12,748    10,571 
           
           
Cash flow from operating activities   12,748    10,571 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties   470,000     
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities   470,000     
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (46,301)   (2,255)
Issuance of share capital        
Buy back of shares   125,000     
           
Cash flow from financing activities   78,699    (2,255)
           
Increase/(decrease) in cash and cash equivalents   561,447    8,316 
           
Cash and cash equivalents at beginning of the year   12,712    4,396 
           
Cash and cash equivalents at end of the year   574,159    12,712 

 

 

 

 54 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2016 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 55 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 56 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 57 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 58 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $574,159 

 

5Accounts receivable

 

Opening balance  $3,375 
Net movement during the period   125
      
Closing balance  $3,500 

 

6.Prepaid expenses

 

Opening balance  $7,664 
Net movement during the period   284
      
Closing balance  $7,948 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $1,000,000 
Net movement during the period   (470,000)
      
Closing balance  $530,000 

  

9Notes payable - PLS

 

Opening balance  $926,824 
Net movement in liabilities during the period   27,805
    954,629 
      
Less: current portion   (105,009)
Closing balance  $849,620 

 

10Notes payable - EPIC

 

Opening balance  $54,517 
Net movement in liabilities during the period   (54,517)
      
Closing balance  $ 

 

 

 

 59 

 

 

11Notes payable - RS

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

12Notes payable - Tucker

 

Opening balance  $954,914 
Net movement in liabilities during the period   (19,098)
      
Closing balance  $935,816 

 

13Notes payable - JB

 

Opening balance  $2,583 
Net movement in liabilities during the period   (491)
      
Closing balance  $2,092 

 

14Wells Fargo Loan

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $20,101 
Net movement in liabilities during the period   13,157 
      
Closing balance  $33,258 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 

 60 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2015 (Unaudited)

 

   Notes 

As at

December 31, 2015 (Unaudited)

  

As at

December 31, 2014 (Unaudited)

 
      ($)   ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   12,712    4,396 
Accounts receivable  5   3,375    3,255 
Prepaid expenses  6   7,664    7,391 
              
Total Current Assets      23,751    15,042 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   1,000,000    1,000,000 
              
Total Assets      1,023,751    1,015,042 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   101,951    98,981 
Notes payable - EPIC  10   54,517    59,909 
Notes payable - RS  11       3,764 
Notes payable - Tucker  12   954,914    974,402 
Notes payable - JB  13   2,583    3,189 
Wells Fargo Loan  14        
Trade and other payables  15   20,101    9,137 
              
Total Current Liabilities      1,134,066    1,149,382 
              
Long-term debt - net of current portion  9   824,873    800,848 
              
Total Liabilities      1,958,939    1,950,230 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      339,876    339,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (935,188)   (935,188)
              
              
Total Liabilities and Equity      1,023,751    1,015,042 

 

 

 61 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2015 and 2014 (Unaudited)

 

  

For the year ended

December 31, 2015

  

For the year ended

December 31, 2014

 
   ($)   ($) 
           
REVENUE   155,356    173,795 
COST OF GOODS SOLD   (74,571)   (83,421)
           
GROSS PROFIT   80,785    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   35,732    39,973 
           
TOTAL OPERATING EXPENSES   35,732    39,973 
           
OPERATING PROFIT / (LOSS)   45,053    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (45,053)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 

 62 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2015 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2015 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)
                                         
Preference shares revoked during the year                                    
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2015 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)

 

 

 

 63 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2015 and 2014 (Unaudited)

 

   2015   2014 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (120)   (116)
(Decrease) / increase in trade payables   10,964    9,137 
Decrease / (increase) in prepaid expenses   (273)   (264)
    10,571    8,757 
           
           
Cash flow from operating activities   10,571    8,757 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties        
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities        
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (2,255)   (11,349)
Issuance of share capital        
Buy back of shares        
           
Cash flow from financing activities   (2,255)   (11,349)
           
Increase/(decrease) in cash and cash equivalents   8,316    (2,592)
           
Cash and cash equivalents at beginning of the year   4,396    6,988 
           
Cash and cash equivalents at end of the year   12,712    4,396 

 

 

 

 64 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2015 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 65 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 66 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 67 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 68 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $12,712 

 

5Accounts receivable

 

Opening balance  $3,255 
Net movement during the period   120
      
Closing balance  $3,375 

 

6.Prepaid expenses

 

Opening balance  $7,391 
Net movement during the period   273
      
Closing balance  $7,664 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $1,000,000 
Net movement during the period    
      
Closing balance  $1,000,000 

  

9Notes payable - PLS

 

Opening balance  $899,829 
Net movement in liabilities during the period   26,995
    926,824 
      
Less: current portion   (101,951)
Closing balance  $824,873 

 

10Notes payable - EPIC

 

Opening balance  $59,909 
Net movement in liabilities during the period   (5,392)
      
Closing balance  $54,517 

 

 

 

 69 

 

 

11Notes payable - RS

 

Opening balance  $3,764 
Net movement in liabilities during the period   (3,764)
      
Closing balance  $ 

 

12Notes payable - Tucker

 

Opening balance  $974,402 
Net movement in liabilities during the period   (19,488)
      
Closing balance  $954,914 

 

13Notes payable - JB

 

Opening balance  $3,189 
Net movement in liabilities during the period   (606)
      
Closing balance  $2,583 

 

14Wells Fargo Loan

 

Opening balance  $ 
Net movement in liabilities during the period    
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $9,137 
Net movement in liabilities during the period   10,694 
      
Closing balance  $20,101 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 

 70 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2014 (Unaudited)

 

  Notes 

As at

December 31, 2014 (Unaudited)

  

As at

December 31, 2013 (Unaudited)

 
     ($)   ($) 
ASSETS          
Current Assets             
Cash and cash equivalents  4   4,396    6,988 
Accounts receivable  5   3,255    3,139 
Prepaid expenses  6   7,391    7,127 
              
Total Current Assets      15,042    17,254 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   1,000,000    1,000,000 
              
Total Assets      1,015,042    1,017,254 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   98,981    96,098 
Notes payable - EPIC  10   59,909    65,834 
Notes payable - RS  11   3,764    3,111 
Notes payable - Tucker  12   974,402    994,288 
Notes payable - JB  13   3,189    3,937 
Wells Fargo Loan  14       11,652 
Trade and other payables  15   9,137     
              
Total Current Liabilities      1,149,382    1,174,920 
              
Long-term debt - net of current portion  9   800,848    777,522 
              
Total Liabilities      1,950,230    1,952,442 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)           
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      339,876    339,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (935,188)   (935,188)
              
              
Total Liabilities and Equity      1,015,042    1,017,254 

 

 

 

 71 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2014 and 2013 (Unaudited)

 

   For the year ended December 31, 2014   For the year ended December 31, 2013 
   ($)   ($) 
           
REVENUE   173,795    173,795 
COST OF GOODS SOLD   (83,421)   (83,421)
           
GROSS PROFIT   90,374    90,374 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   39,973    39,973 
           
TOTAL OPERATING EXPENSES   39,973    39,973 
           
OPERATING PROFIT / (LOSS)   50,401    50,401 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (50,401)   (50,401)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 72 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2014 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2014 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)
                                         
Preference shares revoked during the year                                    
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2014 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)

 

 

 

 

 

 

 

 73 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2014 and 2013 (Unaudited)

 

   2014   2013 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (116)   (3,139)
(Decrease) / increase in trade payables   9,137     
Decrease / (increase) in prepaid expenses   (264)   (7,127)
    8,757    (10,266)
           
           
Cash flow from operating activities   8,757    (10,266)
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties        
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities        
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (11,349)   (64,498)
Issuance of share capital        
Buy back of shares       (100)
           
Cash flow from financing activities   (11,349)   (64,598)
           
Increase/(decrease) in cash and cash equivalents   (2,592)   (74,864)
           
Cash and cash equivalents at beginning of the year   6,988    81,852 
           
Cash and cash equivalents at end of the year   4,396    6,988 

 

 

 

 74 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2014 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 75 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 76 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 77 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 78 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $4,396 

 

5Accounts receivable

 

Opening balance  $3,139 
Net movement during the period   116
      
Closing balance  $3,255 

 

6.Prepaid expenses

 

Opening balance  $7,127 
Net movement during the period   264
      
Closing balance  $7,391 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $1,000,000 
Net movement during the period    
      
Closing balance  $1,000,000 

  

9Notes payable - PLS

 

Opening balance  $873,620 
Net movement in liabilities during the period   26,209 
    899,829 
      
Less: current portion   (98,981)
Closing balance  $800,848 

 

10Notes payable - EPIC

 

Opening balance  $65,834 
Net movement in liabilities during the period   (5,925)
      
Closing balance  $59,909 

 

 

 

 79 

 

 

11Notes payable - RS

 

Opening balance  $3,111 
Net movement in liabilities during the period   653 
      
Closing balance  $3,764 

 

12Notes payable - Tucker

 

Opening balance  $994,288 
Net movement in liabilities during the period   (19,886)
      
Closing balance  $974,402 

 

13Notes payable - JB

 

Opening balance  $3,937 
Net movement in liabilities during the period   (748)
      
Closing balance  $3,189 

 

14Wells Fargo Loan

 

Opening balance  $11,652 
Net movement in liabilities during the period   (11,652)
      
Closing balance  $ 

 

15Trade and other payables

 

Opening balance  $ 
Net movement in liabilities during the period   9,137 
      
Closing balance  $9,137 

 

16Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 80 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2013 (Unaudited)

 

  Notes 

As at

December 31, 2013 (Unaudited)

  

As at

December 31, 2012 (Unaudited)

 
       ($)    ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   6,988    81,852 
Accounts receivable  5   3,139     
Prepaid expenses  6   7,127     
              
Total Current Assets      17,254    81,852 
              
Intangible assets - Allied / ECO  7        
Investment in Zaboo Foods, Inc.  8   1,000,000    1,000,000 
              
Total Assets      1,017,254    1,081,852 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   96,098    100,416 
Notes payable - EPIC  10   65,834    72,345 
Notes payable - RS  11   3,111    2,571 
Notes payable - Tucker  12   994,288    1,014,580 
Notes payable - JB  13   3,937    4,860 
Wells Fargo Loan  14   11,652    9,710 
              
Total Current Liabilities      1,174,920    1,204,482 
              
Long-term debt - net of current portion  9   777,522    812,458 
              
Total Liabilities      1,952,442    2,016,940 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)          100 
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      339,876    339,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (935,188)   (935,088)
              
              
Total Liabilities and Equity      1,017,254    1,081,852 

 

 

 

 81 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2013 and 2012 (Unaudited)

 

   For the year ended December 31, 2013   For the year ended December 31, 2012 
   ($)   ($) 
           
REVENUE   173,795    153,665 
COST OF GOODS SOLD   (83,421)   (73,759)
           
GROSS PROFIT   90,374    79,906 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   39,973    35,343 
           
TOTAL OPERATING EXPENSES   39,973    35,343 
           
OPERATING PROFIT / (LOSS)   50,401    44,563 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (50,401)   (44,563)
Impairment loss        
           
PROFIT / (LOSS) BEFORE TAX        
           
Taxes        
           
NET PROFIT / (LOSS)        

 

 

 

 82 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2013 (Unaudited)

 

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /     
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2013 (Unaudited)   10,000    10    100,000    100    3,398,760,000    339,876    (1,275,074)   (935,088)
                                         
Preference shares revoked during the year             (100,000)   (100)                 (100)
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2013 (Unaudited)   10,000    10            3,398,760,000    339,876    (1,275,074)   (935,188)

 

 

 

 

 83 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2013 and 2012 (Unaudited)

 

   2013   2012 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax        
           
Adjustment for non cash charges and other items        
           
         
Changes in operating assets          
           
Decrease / (increase) in account receivable   (3,139)    
(Decrease) / increase in trade payables        
Decrease / (increase) in prepaid expenses   (7,127)    
    (10,266)    
           
           
Cash flow from operating activities   (10,266)    
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties       675,000 
Additions in property, plant and equipment        
Additions in investments        
           
Cash flow from / (used) in investing activities       675,000 
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (64,498)   (597,763)
Issuance of share capital        
Buy back of shares   (100)    
           
Cash flow from financing activities   (64,598)   (597,763)
           
Increase/(decrease) in cash and cash equivalents   (74,864)   77,237 
           
Cash and cash equivalents at beginning of the year   81,852    4,615 
           
Cash and cash equivalents at end of the year   6,988    81,852 

 

 

 

 84 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2013 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 85 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 86 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 87 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 88 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $6,988 

 

5Accounts receivable

 

Opening balance  $ 
Net movement during the period   3,139
      
Closing balance  $3,139 

 

6.Prepaid expenses

 

Opening balance  $ 
Net movement during the period   7 127
      
Closing balance  $7,127 

 

7Intangible assets - Allies/ECO

 

Opening balance  $ 
Net movement during the period    
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $1,000,000 
Net movement during the period    
      
Closing balance  $1,000,000 

  

9Notes payable - PLS

 

Opening balance  $912,874 
Net movement in liabilities during the period   (39,254)
    873,620 
      
Less: current portion   (96,098)
Closing balance  $777,522 

 

10Notes payable - EPIC

 

Opening balance  $72,345 
Net movement in liabilities during the period   (6,511)
      
Closing balance  $65,834 

 

 

 

 89 

 

 

11Notes payable - RS

 

Opening balance  $2,571 
Net movement in liabilities during the period   540 
      
Closing balance  $3,111 

 

12Notes payable - Tucker

 

Opening balance  $1,014,580 
Net movement in liabilities during the period   (20,292)
      
Closing balance  $994,288 

 

13Notes payable - JB

 

Opening balance  $4,860 
Net movement in liabilities during the period   (923)
      
Closing balance  $3,937 

 

14Wells Fargo Loan

 

Opening balance  $9,710 
Net movement in liabilities during the period   1,942 
      
Closing balance  $11,652 

 

15Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 

 

 90 

 

 

 

Sports Quest, Inc.

Consolidated Balance Sheet

As at December 31, 2012 (Unaudited)

 

   Notes 

As at

December 31, 2012 (Unaudited)

  

As at

December 31, 2011 (Unaudited)

 
       ($)    ($) 
ASSETS             
Current Assets             
Cash and cash equivalents  4   81,852    4,615 
Accounts receivable  5        
Prepaid expenses  6        
              
Total Current Assets      81,852    4,615 
              
Intangible assets - Allied / ECO  7       675,000 
Investment in Zaboo Foods, Inc.  8   1,000,000    1,000,000 
              
Total Assets      1,081,852    1,679,615 
              
STOCKHOLDERS' EQUITY & LIABILITIES             
              
Current Liabilities             
Current portion of long term debts:             
Notes payable - PLS  9   100,416    94,500 
Notes payable - EPIC  10   72,345    79,500 
Notes payable - RS  11   2,571    2,125 
Notes payable - Tucker  12   1,014,580    1,428,986 
Notes payable - JB  13   4,860    6,000 
Wells Fargo Loan  14   9,710    8,092 
              
Total Current Liabilities      1,204,482    1,619,203 
              
Long-term debt - net of current portion  9   812,458    995,500 
              
Total Liabilities      2,016,940    2,614,703 
              
SHAREHOLDERS’ EQUITY             
              
Preferred A Stock, $.0001 par value (1,200,000 Issued shares authorized)      10    10 
Preferred B Stock, $.0001 par value (1,000,000 Issued shares authorized)      100    100 
Common stock, $.0001 par value (4,000,000,000 Issued shares authorized)      339,876    339,876 
Accumulated deficit      (1,275,074)   (1,275,074)
              
Total Shareholders’ Equity      (935,088)   (935,088)
              
              
Total Liabilities and Equity      1,081,852    1,679,615 

 

 

 

 91 

 

 

Sports Quest, Inc.

Consolidated Statement of Operations

For the years ended December 31, 2012 and 2011 (Unaudited)

 

   For the year ended December 31, 2012   For the year ended December 31, 2011 
   ($)   ($) 
           
REVENUE   153,665    81,058 
COST OF GOODS SOLD   (73,759)   (26,491)
           
GROSS PROFIT   79,906    54,567 
           
OPERATING EXPENSES          
           
Selling, general and administrative expense   35,343    47,758 
           
TOTAL OPERATING EXPENSES   35,343    47,758 
           
OPERATING PROFIT / (LOSS)   44,563    6,809 
           
OTHER INCOME / (EXPENSE)          
           
Other income        
Interest expense   (44,563)   (304,416)
Impairment loss       (620,000)
           
PROFIT / (LOSS) BEFORE TAX       (917,607)
           
Taxes        
           
NET PROFIT / (LOSS)       (917,607)

 

 92 

 

 

Sports Quest, Inc.

Statement of Shareholders' Equity

For the year ended December 31, 2012 (Unaudited)

 

   Series A - Preferred Stock   Series B - Preferred Stock   Common Stock   Accumulated Profit /      
   Shares   Par   Shares   Par   Shares   Par   (Deficit)   Total 
       ($)       ($)       ($)   ($)   ($) 
                                 
As at January 1, 2012 (Unaudited)   10,000    10    100,000    100    3,398,760,000    339,876    (1,275,074)   (935,088)
                                         
Preference shares issued during the year                                      
                                         
Profit / (loss) for the period                                      
                                         
As at December 31, 2012 (Unaudited)   10,000    10    100,000    100    3,398,760,000    339,876    (1,275,074)   (935,088)

 

 

 

 

 

 

 

 

 93 

 

 

Sports Quest, Inc.

Statement of Cash Flows

For the years ended December 31, 2012 and 2011 (Unaudited)

 

   2012   2011 
    ($)    ($) 
Cash flow from operating activities          
           
(Loss) / profit before income tax       (917,607)
           
Adjustment for non cash charges and other items        
           
        (917,607)
Changes in operating assets          
           
Decrease / (increase) in account receivable        
(Decrease) / increase in trade payables       1,619,202 
Decrease / (increase) in prepaid expenses        
        1,619,202 
           
           
Cash flow from operating activities       701,595 
           
Cash flow from investing activities          
           
Additions / disposal in intellectual properties   675,000     
Additions in property, plant and equipment       (1,675,000)
Additions in investments        
           
Cash flow from / (used) in investing activities   675,000    (1,675,000)
           
Cash flow from financing activities          
           
Increase / (decrease) in long term debts   (597,763)   995,500 
Issuance of share capital        
Buy back of shares       (17,480)
           
Cash flow from financing activities   (597,763)   978,020 
           
Increase/(decrease) in cash and cash equivalents   77,237    4,615 
           
Cash and cash equivalents at beginning of the year   4,615     
           
Cash and cash equivalents at end of the year   81,852    4,615 

 

 

 

 94 

 

 

Sports Quest, Inc.

Notes to the Financial Statements

For the year ended December 31, 2012 (Unaudited)

 

1LEGAL STATUS AND OPERATIONS

 

SportsQuest, Inc. ("the Company") currently is a holding company focused on the acquisition of innovative products and services. The company has two operating entities Planet Eco Products and Zabo Foods, Inc.

 

The company acquired Planet Eco Products in 2010 which owns 45% of American Dream Communities, which owns two multi unit communities. The Company registered $1,500,000 in debt along with the transaction which bears high interest.

 

The company entered into a strategic relationship with Taking it Outside, LLC in 2011 which allowed for SPQS to acquire 28% of the company to include their Fielding line of products. Both parties have defaulted on the contract and are working on a hold harmless agreement to officially separate.

 

The company acquired Maize Pluss in 2011. The company signed a promissory note for $1,000,000 for the Maize Pluss and is currently in default of the note. Maize Pluss changed its name to Zabo Foods, Inc January 30, 2012. Zabo Foods, Inc is still an operating entity of the Company.

 

The company is evaluating a change to its business focus and evaluating both operating entities.

 

2BASIS OF PREPARATION

 

2.1Statement of compliance

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") on a going concern.

 

2.2Accounting Convention

 

These financial statements have been prepared on the basis of 'historical cost convention using accrual basis of accounting except as otherwise stated in the respective accounting policies notes.

 

2.3Going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

 

The company is currently in negotiations with current debt holders to satisfy terms for delinquent debt and seeking financing to continue our current business model. As of the date of these financial statements the company has not been successful in finding financing. There is no assurance that the company will find financing to continue our projects.

 

 

 

 95 

 

 

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and expand its business and to satisfy current delinquent debt. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company anticipates raising additional working capital through the issuance of debt and equity securities. The company anticipates doing a reverse split of its common stock.

  

Management believes that actions presently being taken to obtain additional funding provide the Company the opportunity to operate as a going concern.

 

2.4Critical accounting estimates and judgements

 

The preparation of financial statements in conformity with the approved accounting standards require management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of the revision and future periods.

 

The areas involving higher degree of judgment and complexity, or areas where assumptions and estimates made by the management are significant to the financial statements are as follows:

  

i)       Provision for income tax (note - 3.1)

iii)      Stock based compensation (note - 3.12)

 

3SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

3.1Income tax

 

The tax expense for the year comprises of income tax, and is recognized in the statement of earnings. The income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is accounted for using the balance sheet liability method in respect of all temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred income tax liabilities are recognised for all taxable temporary differences and deferred income tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized. Deferred income tax is calculated at the rates that are expected to apply to the period when the differences are expected to be reversed. 

 

3.2Trade and other payables

 

Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received, whether or not billed to the Company.

 

 

 96 

 

  

3.3Provisions

 

A provision is recognized in the financial statements when the Company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of obligation.

 

3.4Accounts Receivable

 

Accounts receivable are non-interest bearing obligations due under normal course of business. The management reviews accounts receivable on a monthly basis to determine if any receivables will be potentially uncollectible. Historical bad debts and current economic trends are used in evaluating the allowance for doubtful accounts. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, the Company believes its allowance for doubtful accounts as of period ended is adequate. 

 

3.5Contingent liabilities

 

A contingent liability is disclosed when the Company has a possible obligation as a result of past events, the existence of which will be confirmed only by the occurrence or non-occurrence, of one or more uncertain future events, not wholly within the control of the Company; or when the Company has a present legal or constructive obligation, that arises from past events, but it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

  

3.6Financial liabilities

 

Financial liabilities are recognized when the Company becomes party to the contractual provision of the instruments and the Company loses control of the contractual right that comprise the financial liability when the obligation specified in the contract is discharged, cancelled or expired. The Company classifies its financial liabilities in two categories: at fair value through profit or loss and financial liabilities measured at amortized cost. The classification depends on the purpose for which the financial liabilities were incurred. Management determines the classification of its financial liabilities at initial recognition. 

 

(a)Financial liabilities at fair value through profit or loss

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. A financial liability is classified in this category if incurred principally for the purpose of trading or payment in the short-term. Derivatives (if any) are also categorized as held for trading unless they are designated as hedges.

  

(b)Financial liabilities measured at amortized cost

 

These are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. These are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the profit and loss account.

 

3.7Cash and cash equivalents

 

Cash and cash equivalents include cash in hand and deposits held at call with banks. For the purpose of the statement of cash flows, cash and cash equivalents bank balances and short term highly liquid investments subject to an insignificant risk of changes in value and with maturities of less than three months. 

 

 

 97 

 

 

3.8Revenue recognition

 

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable for goods sold or services rendered, net of discounts and sales tax and is recognised when significant risks and rewards are transferred. 

 

3.9Functional and presentation currency

 

Items included in the financial statements are measured using the currency of the primary economic environment in which the Company operates. The financial statements are presented in US (Dollars) which is the Company's presentation currency. All financial information presented in US Dollars has been rounded to the nearest dollar unless otherwise stated. 

 

3.10Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into functional currency using the exchange rate prevailing at the statement of financial position date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates are recognized in the statement of operations.

 

3.11Contingencies

 

The assessment of the contingencies inherently involves the exercise of significant judgment as the outcome of the future events cannot be predicted with certainty. The Company, based on the availability of the latest information, estimates the value of contingent assets and liabilities, which may differ on the occurrence / non-occurrence of the uncertain future event(s).

 

3.12Stock based compensation

 

The Company recognizes compensation expense for stock-based compensation in accordance with generally accepted accounting principles. For employee stock-based awards, fair value of the award on the date of grant is calculated using the Black-Scholes method and the quoted price of the Company's common stock for stock options and unrestricted shares respectively.

 

The Company recognizes expense over the service period for awards expected to vest.

 

In case of non-employee stock-based awards, fair value of the award on the date of grant is calculated in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience.

 

The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.

 

 

 98 

 

 

 

4Cash and cash equivalents

 

This represents cash in hand and cash deposited in bank accounts (current) by the Company.

 

Cash  $81,852 

 

5Accounts receivable

 

Opening balance  $ 
Net movement during the period   
      
Closing balance  $ 

 

6.Prepaid expenses

 

Opening balance  $ 
Net movement during the period   
      
Closing balance  $ 

 

7Intangible assets - Allies/ECO

 

Opening balance  $675,000 
Net movement during the period   (675,000)
      
Closing balance  $ 

 

8Investment in Zaboo Foods, Inc.

 

Opening balance  $1,000,000 
Net movement during the period    
      
Closing balance  $1,000,000 

  

9Notes payable - PLS

 

Opening balance  $995,500 
Net movement in liabilities during the period   (82,626)
    912,874 
      
Less: current portion   (100,416)
Closing balance  $812,458 

 

10Notes payable - EPIC

 

Opening balance  $79,500 
Net movement in liabilities during the period   (7,155)
      
Closing balance  $72,345 

 

 

 

 99 

 

 

11Notes payable - RS

 

Opening balance  $2,125 
Net movement in liabilities during the period   446 
      
Closing balance  $2,571 

 

12Notes payable - Tucker

 

Opening balance  $1,428,986 
Net movement in liabilities during the period   (414,406)
      
Closing balance  $1,014,580 

 

13Notes payable - JB

 

Opening balance  $6,000 
Net movement in liabilities during the period   (1,140)
      
Closing balance  $4,860 

 

14Wells Fargo Loan

 

Opening balance  $8,092 
Net movement in liabilities during the period   1,618 
      
Closing balance  $9,710 

 

15Contingencies and Commitments

 

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As at the end of current reporting period, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations and there are no proceedings in which any directors, officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to the Company’s interest.

 

 100