Peregrine Industries (PGID) 10-Q 16 Mar 20 2020 Q2 Quarterly report Financial data

Cover

Cover	6 Months Ended
	Jan. 31, 2020shares
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jan. 31, 2020
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2020
Current Fiscal Year End Date	--07-31
Entity File Number	000-52365
Entity Registrant Name	PEREGRINE INDUSTRIES INC
Entity Central Index Key	0001061164
Entity Tax Identification Number	65-0611007
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	9171 W. Flamingo
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89147
City Area Code	702
Local Phone Number	888-1798
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	true
Entity Shell Company	true
Entity Common Stock, Shares Outstanding	23,002,043

Balance Sheets

Balance Sheets - USD ($)	Jan. 31, 2020	Jul. 31, 2019
CURRENT ASSETS
Bank	$ 3,000	$ 3,000
Total current assets	3,000	3,000
Total Assets	3,000	3,000
Current Liabilities
Loan - related party	48,581	40,079
Total Current Liabilities	48,581	40,079
Stockholders' deficit
Preferred stock
Common stock	2,300	2,300
Additional paid-in capital	599,384	599,384
Accumulated deficit	(647,265)	(638,763)
Total stockholders’ deficit	$ (45,581)	$ (37,079)

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Jan. 31, 2020	Jul. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock, par value per share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	23,002,043	23,002,043
Common stock, shares outstanding	23,002,043	23,002,043

Statements of Operations

Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jan. 31, 2020	Jan. 31, 2019	Jan. 31, 2020	Jan. 31, 2019
Operating expenses
General and administrative	$ 3,225	$ 11,516	$ 8,502	$ 11,516
Total operating expenses	3,225	11,516	8,502	11,516
Net operating loss	(3,225)	(11,516)	(8,502)	(11,516)
Net loss for the period	$ (3,225)	$ (11,516)	$ (8,502)	$ (11,516)
Basic and diluted net loss per common share	$ 0	$ 0	$ 0	$ 0
Weighted average common shares outstanding - Basic and diluted	23,002,243	23,002,243	23,002,043	23,002,043

Shareholders Equity

Shareholders Equity - USD ($)	Common Stock	Additional Paid-In Capital	Retained Earnings / Accumulated Deficit	Total
Balance common stock, shares at Jun. 29, 2018	23,002,043
Balance, value at Jun. 29, 2018	$ 2,300	$ 599,384	$ (618,671)	$ (16,987)
Net loss			(20,042)	(20,042)
Balance common stock, shares at Jun. 30, 2019	23,002,043
Balance, value at Jun. 30, 2019	$ 2,300	599,384	(638,713)	(37,029)
Net loss			(50)	$ (50)
Balance common stock, shares at Jul. 31, 2019	23,002,043			23,002,043
Balance, value at Jul. 31, 2019	$ 2,300	599,384	(638,763)	$ (37,079)
Net loss			(8,502)	$ (8,502)
Balance common stock, shares at Jan. 31, 2020	23,002,043			23,002,043
Balance, value at Jan. 31, 2020	$ 2,300	$ 599,384	$ (647,265)	$ (45,581)

Statements of Cash Flows

Statements of Cash Flows - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Jul. 31, 2019	Jan. 31, 2020	Jan. 31, 2019	Jan. 31, 2020	Jan. 31, 2019
Cash flows from operating activities:
Net loss	$ (50)	$ (3,225)	$ (11,516)	$ (8,502)	$ (11,516)
Expenses paid by related party				(8,502)	(12,540)
Adjustments to reconcile net income (loss) to cash used in operating activities:
Decrease in accounts payable					1,024
Cash flows used in operating activities
Cash flows from financing activities:
Cash generated by financing activities
Cash - beginning of period				3,000	3,000
Cash - end of period	$ 3,000	$ 3,000	$ 3,000	3,000	3,000
Supplementary information
Cash during the period paid for interest
Cash during the period paid for income taxes

NOTE 1 - ORGANIZATION AND OPERA

NOTE 1 - ORGANIZATION AND OPERATIONS	6 Months Ended
	Jan. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 1 - ORGANIZATION AND OPERATIONS	NOTE 1 - ORGANIZATION AND OPERATIONS Peregrine Industries, Inc. (the "Company") was formed on October 1, 1995 for the purpose of manufacturing residential pool heaters. The Company was formerly located in Deerfield Beach, Florida. Products were primarily sold throughout the United States, Canada, and Brazil. In June 2002, the Registrant and its subsidiaries filed a petition for bankruptcy in the U.S. Bankruptcy Court for the Southern District of Florida. At present, the Company has no business operations and is deemed to be a shell company. The Company had a change in control on July 8, 2013 as a result of the sale by our former principal shareholders, Richard Rubin, Thomas J. Craft, Jr. and Ivo Heiden, of their 324,000 shares of common stock, representing approximately 61.8% of the Company's outstanding common stock, to Dolomite Industries Ltd ("Dolomite"). In connection with the private sale of their shares of common stock to Dolomite on July 2, 2013, Messrs. Rubin and Heiden agreed to waive a total of $224,196 in liabilities owed to them at June 30, 2013. In connection with the change of control transaction, two former principal shareholders transferred and assigned all $195,000 of their two convertible notes to three unaffiliated third parties and one affiliated party. See also note 3. On June 12, 2017, the Board of Directors of the Registrant appointed Mr. Zohar Shpitz as Chief Financial Officer (CFO) of the Registrant. Mr. Shpitz was appointed as CFO in connection with the resignation of Mr. Ofer Naveh as the Registrant's CFO, effective June 19, 2017. On July 21, 2017, new management acquired, 22,477,843 or 97.7% of the issued common restricted shares. The new management is developing a business plan which they anticipate implementing within the current fiscal year.

NOTE 2 - BASIS OF PRESENTATION

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jan. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim financial statements of Peregrine Industries, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto for the period ended June 30, 2018 contained in the Company’s Form 10K originally filed with the Securities and Exchange Commission on November 19, 2018. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the period ended June 30, 2019, as reported in the Company’s Form 10K, have been omitted. Use of Estimates: The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates. Earnings per common share : Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed using the weighted average number of common and dilutive equivalent shares outstanding during the period. Dilutive common equivalent shares consist of options to purchase common stock (only if those options are exercisable and at prices below the average share price for the period) and shares issuable upon the conversion of issued and outstanding preferred stock. Due to the net losses reported, dilutive common equivalent shares were excluded from the computation of diluted loss per share, as inclusion would be anti-dilutive for the periods presented. There were no common equivalent shares required to be added to the basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding as of January 31, 2020 and June 30, 2019. Recently Adopted Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations. Related Party Transactions We consider all who own more than 5% shares to be related parties and record any transactions between them and the Company to be related party transactions and disclose such transactions on notes to the Financial Statements.

NOTE 3 _ GOING CONCERN

NOTE 3 – GOING CONCERN	6 Months Ended
	Jan. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 3 – GOING CONCERN	NOTE 3 – GOING CONCERN The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business for the foreseeable future. The Company has accumulated losses aggregating $647,265 as of January 31, 2020 and 638,763, as of July 31, 2019 and has insufficient working capital to meet operating needs for the next twelve months. all of which raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustment relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company is taking appropriate action to provide the necessary capital to continue its operations. These steps include, but are not limited to: 1) implementation of new business plan 2)focus on sales to minimize the need for capital at this stage; 3) raising equity financing; 4) continuous focus on reductions in cost where possible.

NOTE 4 _ RELATED PARTY TRANSACT

NOTE 4 – RELATED PARTY TRANSACTIONS	6 Months Ended
	Jan. 31, 2020
Related Party Transactions [Abstract]
NOTE 4 – RELATED PARTY TRANSACTIONS	NOTE 4 – RELATED PARTY TRANSACTIONS On July 17, 2017, Peregrine Industries, Inc., issued a total of 22,477,843 of its restricted common shares, par value $0.0001, to Dolomite Holdings Ltd., the corporate parent and principal shareholder of the Registrant. The Shares were issued upon the conversion by Dolomite, effective July 14, 2017, of principal and accrued interest owed by the Registrant to Dolomite evidenced by convertible notes and other short-term debt in the aggregate amount of $443,718, representing all of the liabilities of the Registrant at its fiscal year-ended June 30, 2017. The issuance of the Shares was made in reliance upon the exemptions provided in Section 4(2) of the Securities Act of 1933, as amended and Regulation S promulgated by the United States Securities and Exchange Commission under the Securities Act of 1933, as amended. Effective July 21, 2017, Dolomite sold, transferred and assigned a total of 22,477,843 restricted shares of the Registrant's common stock, par value $0.0001 that it acquired upon the conversion of all liabilities owed by the Registrant to Dolomite, to four persons, none of whom were affiliated with the Registrant or with Dolomite. The 22,477,843 Shares represented in excess of 97% of the Registrant's total issued and outstanding Shares at July 21, 2017, resulting in a change of control of the Company. During the six months ended January 31, 2020 Mace Corporation paid, a total $8,502 directly to service providers compared to $11,566 for the seven months ended July 31, 2019. The advances are unsecured, non-interest bearing and do not have stated repayment terms. On October 31, 2019 Lili Fan was elected to fill the position of CFO, recently vacated by the resignation of John Hanson, who resigned from all officer and director positions he had held. At the same meeting Jeff Rorick and Daniel Slater were elected to the Board of Directors.

NOTE 5 _ STOCKHOLDERS_ DEFICIT

NOTE 5 – STOCKHOLDERS’ DEFICIT	6 Months Ended
	Jan. 31, 2020
Equity [Abstract]
NOTE 5 – STOCKHOLDERS’ DEFICIT	NOTE 5 – STOCKHOLDERS’ DEFICIT Common Stock The articles of incorporation authorize the issuance of 100,000,000 shares of common stock, par value $0.0001. All issued shares of common stock are entitled to one vote per share of common stock. None have been issued since July 21, 2017. Preferred Stock The articles of incorporation authorize the issuance of 5,000,000 shares of preferred stock with a par value of $0.0001 per share. None are issued. Stock Based Compensation There were no grants of employee or non-employee stock or options in either fiscal period ended January 31, 2020 nor July 31, 2019.

NOTE 6 _ CONTINGENCIES AND COMM

NOTE 6 – CONTINGENCIES AND COMMITMENTS	6 Months Ended
	Jan. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
NOTE 6 – CONTINGENCIES AND COMMITMENTS	NOTE 6 – CONTINGENCIES AND COMMITMENTS There are no, known, pending or threatened legal proceedings as of January 31, 2020

NOTE 2 - BASIS OF PRESENTATIO_2

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jan. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Use of Estimates:	Use of Estimates: The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.
Earnings per common share:	Earnings per common share : Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed using the weighted average number of common and dilutive equivalent shares outstanding during the period. Dilutive common equivalent shares consist of options to purchase common stock (only if those options are exercisable and at prices below the average share price for the period) and shares issuable upon the conversion of issued and outstanding preferred stock. Due to the net losses reported, dilutive common equivalent shares were excluded from the computation of diluted loss per share, as inclusion would be anti-dilutive for the periods presented. There were no common equivalent shares required to be added to the basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding as of January 31, 2020 and June 30, 2019.