Cherubim Interests (CHIT) 10-Q/A 30 Nov 16 2016 Q3 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	May 31, 2016shares
Document and Entity Information:
Entity Registrant Name	CHERUBIM INTERESTS, INC.
Entity Trading Symbol	chit
Document Type	10-Q
Document Period End Date	May 31, 2016
Amendment Flag	false
Entity Central Index Key	1,421,865
Current Fiscal Year End Date	--08-31
Entity Common Stock, Shares Outstanding	3,862,296,184
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance

Condensed Consolidated Balance Sheet (Unaudited) - USD ($)	May 31, 2016	Aug. 31, 2015
Current assets
Cash	$ 90,107	$ 16,293
Due from Related Party	42,844	0
Prepaid costs	5,507	0
Total current assets	138,458	16,293
Property and equipment	12,411	3,572
Total assets	150,869	19,865
Current liabilities
Accounts payable	35,336	0
Deferred Revenue	121,721	0
Notes payable	758,340	1,179,993
Unclaimed debt	580,006	557,876
Accrued interest	571,796	532,454
Derivative liability	86,168	432,293
Accrued expenses and other liabilities	62,123	214,230
Total current liabilities	2,215,490	2,916,846
Total liabilities	2,215,490	2,916,846
Stockholders' Deficit
Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 3,862,329,167 and 125,025,261 issued and outstanding at May 31, 2016 and August 31, 2015, respectively	38,618	125,025
Series B preferred stock to be issued	(1)	0
Shares held in escrow	(10,000)	(10,000)
Additional paid in capital	4,169,507	1,203,715
Accumulated deficit	(6,262,745)	(4,215,721)
Total stockholders' deficit	(2,064,621)	(2,896,981)
Total liabilities and stockholders' deficit	$ 150,869	$ 19,865

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets Parentheticals - $ / shares	May 31, 2016	Aug. 31, 2015
Parentheticals
Common Stock, par value	$ 0.00001	$ 0.00001
Common Stock, shares authorized	5,000,000,000	5,000,000,000
Common Stock, shares issued	3,862,329,167	125,025,261
Common Stock, shares outstanding	3,862,329,167	125,025,261

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - USD ($)	3 Months Ended		9 Months Ended
	May 31, 2016	May 31, 2015	May 31, 2016	May 31, 2015
REVENUE:
Revenues	$ 27,937	$ 0	$ 27,937	$ 0
Cost of Goods Sold	19,975	0	19,975	0
Gross Profit	7,962	0	7,962	0
Operating expenses
Compensation expense	114,375	0	2,404,206	0
Professional fees	(3,381)	(289,480)	(21,081)	(32,756)
Travel and promotion	3,041	2	7,266	21,776
Depreciation	1,220	0	3,661	0
General and administrative	12,870	282	48,456	14,845
Total operating expenses	134,887	(289,196)	2,484,670	69,377
(Income) loss from operations	126,925	(289,196)	2,476,708	69,377
Other income (expense)
Interest expense	(32,783)	(40,752)	(105,587)	(106,544)
Debt discount	0	0	0	(65,500)
Derivative recovery	(50,610)	(9,717)	(346,126)	(110,834)
Loss on extinguishment of debt	0	0	(35,925)	22,085
Forgiveness of debt income	225,070	0	225,070	0
Total other income (expense)	141,677	(50,469)	429,684	(39,125)
Income (loss) before provision for income taxes	14,752	238,727	(2,047,024)	(108,502)
Provision for income taxes	0	0	0	0
Net income (loss)	$ 14,752	$ 238,727	$ (2,047,024)	$ (108,502)
Basic and diluted income (loss) per common share	$ 0	$ 0	$ 0	$ 0
Weighted average shares outstanding	3,555,139,779	77,626,880	3,862,329,167	71,588,171

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($)	9 Months Ended
	May 31, 2016	May 31, 2015
Cash flows from operating activities
Net loss	$ (2,047,024)	$ (108,502)
Adjustments to reconcile net loss to net cash used in operating activities
Change in derivative liability	(346,125)	(110,834)
Debt discount	0	65,500
Common stock issued for services	2,160,000	157,500
Extinguishment of debt	(35,925)	(20,506)
Bad debt expense	0	0
Depreciation	3,661	0
Debt converted to equity	173,556	0
Forgiveness of debt	(225,070)	0
Changes in operating assets and liabilities:
Prepaid costs	(5,507)	0
Accounts payable	35,336	(25,631)
Deferred revenue	121,721	0
Interest payable	39,342	104,965
Accrued expenses and other liabilities	162,342	(164,481)
Cash provided by (used in) operating activities	36,307	(101,989)
Cash flows from investing activities
Investment in oil and natural gas property	0	25,000
Purchase of fixed assets	(12,500)	0
Cash flows used in investing activities	(12,500)	25,000
Cash flows from financing activities
Proceeds from related party loan	92,851	0
Due to(from) related parties	(42,844)	0
Proceeds from notes payable	0	65,500
Cash provided by financing activities	50,007	65,500
Net change in cash	73,814	(11,489)
Cash at beginning of period	16,293	11,489
Cash at end of period	90,107	0
Supplemental cash flow Information:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
Notes payable converted to common stock	$ 0	$ 80,000

CONDENSED FINANCIAL STATEMENTS

CONDENSED FINANCIAL STATEMENTS	9 Months Ended
	May 31, 2016
CONDENSED FINANCIAL STATEMENTS
CONDENSED FINANCIAL STATEMENTS	NOTE 1 – CONSOLIDATED FINANCIAL STATEMENTS The accompanying financial statements have been prepared by Cherubim Interests Inc. (the "Company") without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at May 31, 2016 and for all periods presented herein, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s August 31, 2015 and 2014 audited financial statements. The results of operations for the period ended May 31, 2016 are not necessarily indicative of the operating results for the full year.

NATURE OF BUSINESS

NATURE OF BUSINESS	9 Months Ended
	May 31, 2016
NATURE OF BUSINESS
NATURE OF BUSINESS	NOTE 2 – NATURE OF BUSINESS Cherubim Interests Inc. ("Company") was organized September 27, 2006 under the laws of the State of Nevada for the purpose of selling new food products produced or developed by North American companies to foreign markets. On August 31, 2009, the Company discontinued its involvement in the sales of tea due to a strategic change in business focus by the acquisition of mineral rights as disclosed in the Company's 8-K filed with the Securities and Exchange Commission on September 2, 2009. The Company currently has limited operations or realized revenues from its planned principle business purpose and, in accordance with ASC 915, "Development Stage Entities", formerly known as SFAS 7, "Accounting and Reporting by Development State Enterprises." is considered a Development Stage Enterprise. The Company was incorporated in the State of Nevada, United States of America on September 27, 2006 and its fiscal year end is August 31. The Company was engaged in sales of new food products produced or developed by North American companies to foreign markets and discontinued that business in August 2009. The Company previously operated in the oil and gas industry, focused on the exploration for and development of oil and gas properties. Cherubim Interests now targets alternative, commercial, single and multifamily dwelling opportunities for the purpose of investment purchase. It also provides renovation services to third party multifamily dwelling unit owners on a turn-key basis. Cherubim Interests specializes in covering the entire spectrum of development – including due diligence, acquisition, planning, construction, renovation, and property management. This comprehensive expertise allows the company to provide complete beginning-to-end development programs for all acquisitions. Cherubim Interests LLC, is a 100% wholly-owned subsidiary of Cherubim Interests Inc. and acts as a construction subcontractor for the company. Victura Roofing LLC, is a 100% wholly-owned subsidiary of Cherubim Interests Inc. and acts as a residential and commercial roofing subcontractor for the company.

GOING CONCERN

GOING CONCERN	9 Months Ended
	May 31, 2016
GOING CONCERN
GOING CONCERN	NOTE 3 – GOING CONCERN The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. The Company has accumulated deficit since inception of $6,262,745 and a negative working capital of $2,047,024 as of May 31, 2016. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has minimal cash and no material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock and/or preferred stock in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	9 Months Ended
	May 31, 2016
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE	NOTE 4 - CONVERTIBLE NOTES PAYABLE As of May 31, 2016, the convertible notes payable consisted of: Date of Interest Conversion Maturity Principal Net Note Noteholder Rate Rate Date Amount Note Various J. Gingerich 10% 50% Various $815,880 $658,067 8/15/14 LG Capital, Inc, 8% 55% 4/15/15 $36,750 $20,082 9/14/14 Bay Street Capital 8% 50% 5/14/15 $25,000 $22,300 7/31/15 Auctus Fund, LLC 10% 50% 1/31/16 $45,750 $45,750 Various Chic & Savvy 10% 50% Various $9,450 $9,450 Various Small Miscellaneous Other 10% 50% Various $2,691 $758,340

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	9 Months Ended
	May 31, 2016
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES	NOTE 5 – DERIVATIVE LIABILITIES In accordance with ASC 815, the Company has bifurcated the conversion feature of their convertible notes and recorded a derivative liability on the date each note became convertible. The derivative liability was then revalued on each reporting date. The Company uses the Black-Scholes option-pricing model to value the derivative liability. There was no derivative liability at May 31, 2016. Once the loans are fully converted, the remaining derivative liability is reclassified to equity as additional paid-in capital. ASC 815 requires Company management to assess the fair market value of certain derivatives at each reporting period and recognize any change in the fair market value as another income or expense item. The Company’s only asset or liability measured at fair value on a recurring basis is its derivative liability associated with the above convertible debt. During the nine months ended May 31, 2016, the Company recorded a total change in the value of the derivative liabilities of $(346,125). From inception to May 31, 2016 the Company has not granted any stock options.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	May 31, 2016
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY	NOTE 6 - STOCKHOLDERS' EQUITY The total number of common shares authorized that may be issued by the Company is 5,000,000,000 shares with a par value of $0.0001 per share and 50,000,000 preferred shares.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	May 31, 2016
Related Party Disclosures:
RELATED PARTY TRANSACTIONS	NOTE 7 - RELATED PARTY TRANSACTIONS The Company has amounts due to related parties utilized to fund operations which carry varying interest rates. As of May 31, 2016 (August 31, 2015), the Company owed $639,108 ($995,698) of principal plus accrued interest of $202,387 ($532,454). The loans are unsecured and due on demand and as such are included in current liabilities. These amounts have been reduced by the conversion of debt into equity.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	May 31, 2016
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 9 – SUBSEQUENT EVENTS On July 31, 2015, the Company issued a convertible promissory note to Auctus Fund LLC. in the amount of $45,750. On June 23, 2016, $64,934 of the principal and interest was converted into 865,792 common shares of the Company’s common stock.

GOING CONCERN (Details)

GOING CONCERN (Details)	May 31, 2016USD ($)
GOING CONCERN DETAILS
Accumulated deficit since inception	$ 6,262,745
Negative working capital	$ 2,047,024

DERIVATIVE LIABILITIES (Details

DERIVATIVE LIABILITIES (Details)	9 Months Ended
	May 31, 2016USD ($)
DERIVATIVE LIABILITIES DETAILS
Total change in the value of the derivative liabilities	$ (346,125)

EQUITY (Details)

EQUITY (Details)	May 31, 2016$ / sharesshares
EQUITY DETAILS
Authorized issuance of common shares	500,000,000
Authorized issuance of common shares, par value | $ / shares	$ 0.0001
Authorized the issuance of preferred shares	50,000,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	May 31, 2016	Aug. 31, 2015
RELATED PARTY TRANSACTIONS DETAILS:
Related party payables	$ 639,108	$ 995,698
Accrued interest	$ 202,387	$ 532,454

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)	Jun. 23, 2016	Jul. 31, 2015
SUBSEQUENT EVENTS DETAILS:
Issued a convertible promissory note to Auctus Fund LLC		$ 45,750
Principal and interest converted into common shares value	$ 64,934
Principal and interest converted into common shares	865,792