UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
For
the quarterly period ended
OR
For the transition period from: Not applicable
Commission
file number
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (I.R.S Employer Identification No.) | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s
telephone number, including area code:
Securities registered pursuant to Section 12(b) of the Act: None
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer ☐ | Accelerated filer ☐ | |
| Smaller
reporting company | ||
| Emerging
growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
As of April 29, 2022, there were shares of Common Stock, no par value, issued and outstanding.
| 1 |
INTERDYNE COMPANY
FORM 10-Q
INDEX
| Page | |
| PART I. FINANCIAL INFORMATION | 3 |
| Item 1. Financial Statements | 3 |
| Balance Sheets as of March 31, 2022 (unaudited) and June 30, 2021 | 3 |
| Statements of Operations for the Three Months and Nine months ended March 31, 2022 and 2021 (unaudited) | 4 |
| Statements of Stockholders’ Equity (Deficit) for the Nine Months ended March 31, 2022 and 2021 (unaudited) | 5 |
| Statements of Cash Flows for the Nine Months ended March 31, 2022 and 2021 (unaudited) | 7 |
| Notes to Unaudited Financial Statements | 8 |
| Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 9 |
| Item 3. Quantitative and Qualitative Disclosures about Market Risk | 9 |
| Item 4. Controls and Procedures | 9 |
| PART II. OTHER INFORMATION | 10 |
| Item 1. Legal Proceedings | 10 |
| Item 1A. Risk Factors | 10 |
| Item 2. Unregistered Sale of Equity Securities and Use of Proceeds | 10 |
| Item 3. Defaults upon Senior Securities | 10 |
| Item 4. Submission of Matters to a Vote of Security Holders | 10 |
| Item 5. Other Information | 10 |
| Item 6. Exhibits | 11 |
| Signatures | 12 |
| 2 |
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
INTERDYNE COMPANY
BALANCE SHEETS
| March
31, 2022 | June
30, 2021 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash | $ | $ | ||||||
| Total current assets | ||||||||
| TOTAL ASSETS | $ | $ | ||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | ||||||||
| CURRENT LIABILITIES | ||||||||
| Accrued professional fees | $ | $ | ||||||
| Due to related party | ||||||||
| Other accrued expenses | ||||||||
| Total current liabilities | ||||||||
| STOCKHOLDERS' EQUITY (DEFICIT) | ||||||||
| Preferred
stock, | ||||||||
| Common
stock, | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total stockholders’ equity (deficit) | ( | ) | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $ | $ | ||||||
| The accompanying notes are an integral part of these unaudited financial statements. | ||||||||
| 3 |
INTERDYNE COMPANY
STATEMENTS OF OPERATIONS
| Three Months Ended | Nine Months Ended | |||||||||||||||
| March
31, 2022 |
March 31, 2021 | March 31, 2022 | March 31, 2021 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| OPERATING EXPENSES | ||||||||||||||||
| Professional fees | $ | $ | $ | $ | ||||||||||||
| General and administrative | ||||||||||||||||
| Management fees to related party | ||||||||||||||||
| Total expenses | ||||||||||||||||
| LOSS BEFORE INCOME TAXES | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| INCOME TAX EXPENSE | ( |
) | ( |
) | ||||||||||||
| NET LOSS | $ | ( |
) | $ | ( |
) | $ | ( |
) | $ | ( |
) | ||||
| NET LOSS PER COMMON SHARE BASIC AND DILUTED | $ | ( |
) | $ | ( |
) | $ | ( |
) | $ | ( |
) | ||||
| WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED | ||||||||||||||||
The accompanying notes are an integral part of these unaudited financial statements.
| 4 |
INTERDYNE COMPANY
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
For the Nine Months Ended March 31, 2022
(Unaudited)
| Common Stock | ||||||||||||||||
| Shares | Amount | Accumulated Deficit | Total Stockholders’ Equity (Deficit) | |||||||||||||
| Balance, June 30, 2021 | $ | $ | ( | ) | $ | |||||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, September 30, 2021 | $ | $ | ( | ) | $ | |||||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, December 31, 2021 | $ | $ | ( | ) | $ | ( | ) | |||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, March 31, 2022 | $ | $ | ( | ) | $ | ( | ) | |||||||||
The accompanying notes are an integral part of these unaudited financial statements.
| 5 |
INTERDYNE COMPANY
STATEMENTS OF STOCKHOLDERS’ EQUITY
For the Nine Months Ended March 31, 2021
(Unaudited)
| Common Stock | ||||||||||||||||
| Shares | Amount | Accumulated Deficit | Total Stockholders’ Equity | |||||||||||||
| Balance, June 30, 2020 | $ | ( | ) | $ | ||||||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, September 30, 2020 | $ | ( | ) | $ | ||||||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, December 31, 2020 | $ | ( | ) | $ | ||||||||||||
| Net Loss | — | ( | ) | ( | ) | |||||||||||
| Balance, March 31, 2021 | $ | ( | ) | $ | ||||||||||||
The accompanying notes are an integral part of these unaudited financial statements.
| 6 |
INTERDYNE COMPANY
STATEMENTS OF CASH FLOWS
| Nine Months Ended | ||||||||
| March
31, 2022 | March
31, 2021 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities | ||||||||
| Changes in operating assets and liabilities | ||||||||
| Due to related party | ||||||||
| Accrued professional fees | ( | ) | ( | ) | ||||
| Other accrued expenses | ||||||||
| Net cash used in operating activities | ( | ) | ( | ) | ||||
| NET DECREASE IN CASH | ( | ) | ( | ) | ||||
| CASH, BEGINNING OF PERIOD | ||||||||
| CASH, END OF PERIOD | $ | $ | ||||||
| Supplemental Cash Flow Disclosures | ||||||||
| Income taxes paid | $ | $ | ||||||
| Interest paid | $ | $ | ||||||
| The accompanying notes are an integral part of these unaudited financial statements. | ||||||||
| 7 |
INTERDYNE COMPANY
NOTES TO UNAUDITED FINANCIAL STATEMENTS
Note 1. Interim Financial Statements
Basis of presentation
The accompanying financial statements are unaudited, but in the opinion of the management of Interdyne Company (“the Company”), contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position as of March 31, 2022 and the results of operations, cash flows and changes in stockholders’ equity (deficit) for interim periods presented. Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the information presented therein not misleading. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 2021, as filed with the Securities and Exchange Commission. The results of operations for the nine months ended March 31, 2022 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2022.
Going concern
The
Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity
of operations, realization of assets, and liquidation of liabilities in the normal course of business. As of March 31, 2022, the Company
has an accumulated deficit of $
Note 2. Changes in Significant Accounting Policies
In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which simplifies various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for entities for the fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 on a prospective basis, with early adoption permitted.
On July 1, 2021, the Company adopted the new standard and the adoption of ASU 2019-12 did not have a material effect on the Company’s financial statements.
Note 3. Related Party Transactions
An
officer of the Company charged a management fee totaling $
Note 4. Commitments and Contingencies
In
March 2017, the Company received a letter from the County of Santa Clara, California, which claimed that the Company is delinquent on
its property taxes relating to tax year 1988/1989 in the amount of $
| 8 |
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Company is at present dormant and is looking for new opportunities.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
N/A
Item 4. Controls and Procedures
Our management, comprising the Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for the Company. It has designed such disclosure controls and procedures to ensure that material information is made known to it, particularly during the period in which this report was prepared.
As of the end of the period covered by this report, our management carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (or Exchange Act)). Based on this evaluation, as of the end of the period covered by this report, our management has concluded that our disclosure controls and procedures are not effective considering the fact that the Company, being dormant, has only one person on staff, the Chief Financial Officer/Principal Accounting Officer, to (1) handle all accounting transactions (consisting of primarily paying all expenses, including fees to this same officer); (2) reconcile the bank account, and (3) prepare all financial statement disclosures. The above duties have no supervision or review to insure proper segregation of duties and review of disclosures. As a result, material weaknesses over disclosure controls and procedures exist.
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of March 31, 2022 based on the criteria set forth in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organization of the Treadway Commission. Based on this evaluation, our management has concluded that our internal control over financial reporting was not effective as of March 31, 2022 because of the following material weaknesses as of March 31, 2022: (i) lack of supervision or review to insure proper internal control over financial reporting, (ii) inadequate segregation of duties and effective risk assessment, (iii) lack of well-established procedures to authorize and approve related party transactions. As a result, material weaknesses over internal control over financial reporting exist.
Our independent auditor has not audited and is not required to audit this assessment of our internal control over financial reporting for the period covered by this report.
During our most recent fiscal three months, there has not occurred any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
| 9 |
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 1A. Risk Factors.
None.
Item 2. Unregistered Sale of Equity Securities and Use of Proceeds.
None.
Item 3. Defaults upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
| 10 |
Item 6. Exhibits
| Exhibit No. | Description |
| 31.1 | Certification of the Company's Chief Executive Officer, Sun Tze Whang, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2 | Certification of the Company's Chief Financial Officer/Principal Accounting Officer, Kit H. Tan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32 | Certification of the Company's Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| 11 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| INTERDYNE COMPANY | ||
| (Registrant) | ||
| Date: April 29, 2022 | By: | /s/ Sun Tze Whang |
| Sun Tze Whang | ||
| Director / Chief Executive Officer | ||
| Date: April 29, 2022 | By: | /s/ Kit H. Tan |
| Kit H. Tan | ||
| Director / Chief Financial Officer / Principal Accounting Officer |
| 12 |