UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
þ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 2013
o TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from _________ to _________
Commission File Number: 333-172744
GALA GLOBAL INC.
(Name of Small Business Issuer in its charter)
Nevada | 42-1771014 |
(state or other jurisdiction of incorporation or organization) | (I.R.S. Employer I.D. No.) |
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Ostwall 35, Viersen, Germany | 41751 |
(Address of principal executive offices) | (Zip Code) |
+49-2162-450532
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o
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 definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company þ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ
APPLICABLE ONLY TO CORPORATE ISSUERS
As of October 17, 2013 the registrant had 5,907,000 shares of common stock outstanding.
GALA GLOBAL INC.
TABLE OF CONTENTS
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PART I - FINANCIAL INFORMATION |
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Item 1. |
| Financial Statements (unaudited) |
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| Balance Sheets |
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| Statements of Operations |
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| Statements of Cash Flows |
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| Notes to Financial Statements |
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Item 2. |
| Management Discussion & Analysis of Financial Condition and Results of Operations |
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Item 3. |
| Quantitative and Qualitative Disclosures About Market Risk |
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Item 4. |
| Controls and Procedures |
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PART II - OTHER INFORMATION |
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Item 1. |
| Legal Proceedings |
| 8 |
Item 2. |
| Unregistered Sales of Equity Securities and Use of Proceeds |
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Item 3. |
| Defaults Upon Senior Securities |
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Item 4. |
| Mine Safety Disclosures |
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Item 5. |
| Other information |
| 8 |
Item 6. |
| Exhibits |
| 9 |
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PART I – FINANCIAL INFORMATION
GALA GLOBAL INC.
(A Development Stage Company)
Condensed Financial Statements
For the Period Ended August 31, 2013 (unaudited) and November 30, 2012
Condensed Balance Sheets (unaudited)
F-1
Condensed Statements of Operations (unaudited)
F-2
Condensed Statements of Cash Flows (unaudited)
F-3
Notes to the Condensed Financial Statements (unaudited)
F-4
3 |
GALA GLOBAL INC.
(A Development Stage Company)
CONDENSED BALANCE SHEETS
Unaudited
| August 31, 2013 $ | November 30, 2012 $ |
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ASSETS |
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Current Assets |
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Cash | 491 | 24,904 |
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Total Current Assets | 491 | 24,904 |
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Property and equipment, net | 121 | 475 |
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Total Assets | 612 | 25,379 |
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LIABILITIES |
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Current liabilities |
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Accounts payable and accrued liabilities | 4,857 | 4,911 |
Due to related parties | 21,048 | 21,574 |
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Total Liabilities | 25,905 | 26,485 |
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STOCKHOLDERS’ DEFICIT |
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Common Stock Authorized: 75,000,000 common shares with a par value of $0.001 per share |
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Issued and outstanding: 5,907,000 common shares | 5,907 | 5,907 |
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Additional Paid-In Capital | 65,193 | 65,193 |
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Deficit accumulated during the exploration stage | (96,393) | (72,206) |
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Total Stockholders’ Deficit | (25,293) | (1,106) |
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Total Liabilities and Stockholders’ Deficit | 612 | 25,379 |
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The accompanying notes are an integral part of these financial statements
F-1 |
GALA GLOBAL INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
Unaudited
| Three months ended August 31, 2013 $ | Three months ended August 31, 2012 $ | Nine months ended August 31, 2013 $ | Nine months ended August 31, 2012 $ | Accumulated from March 15, 2010 (Date of Inception) to August 31, 2013 $ |
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Revenues | – | – | – | – | – |
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Operating Expenses |
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Depreciation | 118 | 118 | 354 | 354 | 1,299 |
General and administrative | 5,532 | 19,019 | 23,833 | 22,630 | 95,094 |
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Total Operating Expenses | 5,650 | 19,137 | 24,187 | 22,984 | 96,393 |
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Loss Before Other Expense | (5,650) | (19,137) | (24,187) | (22,984) | (96,393) |
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Other Expense |
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Provision for income taxes | – | – | – | – | – |
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Net Loss | (5,650) | (19,137) | (24,187) | (22,984) | (96,393) |
Net Loss per Share – Basic and Diluted | – | – | – | – |
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Weighted Average Shares Outstanding – Basic and Diluted | 5,907,000 | 5,907,000 | 5,907,000 | 5,907,000 |
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The accompanying notes are an integral part of these financial statements
F-2 |
GALA GLOBAL INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
Unaudited
| For the Nine Months Ended August 31, 2013 $ | For the Nine Months Ended August 31, 2012 $ | Accumulated from November 2, 2006 (Date of Inception) to August 31, 2013 $ |
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Operating Activities |
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Net loss for the period | (24,187) | (22,984) | (96,393) |
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Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation | 354 | 354 | 1,299 |
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Changes in operating assets and liabilities: |
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Accounts payable and accrued liabilities | (54) | – | 4,857 |
Due to related party | (526) | 19,443 | 21,048 |
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Net Cash Used In Operating Activities | (24,413) | (3,187) | (69,189) |
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Investing Activities |
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Purchase of property and equipment | – | – | (1,420) |
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Net Cash Used In Investing Activities | – | – | (1,420) |
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Financing Activities |
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Proceeds from issuance of shares | – | – | 71,100 |
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Net Cash Provided By Financing Activities | – | – | 71,100 |
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Increase (Decrease) in Cash | (24,413) | (3,187) | 491 |
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Cash – Beginning of Period | 24,904 | 3,187 | – |
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Cash – End of Period | 491 | – | 491 |
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Supplemental Disclosures |
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Interest paid | – | – | – |
Income tax paid | – | – | – |
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The accompanying notes are an integral part of these financial statements
F-3 |
GALA GLOBAL INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
1.
Organization and Nature of Operations
Gala Global Inc. (the “Company”) was incorporated in the State of Nevada on March 15, 2010. The Company was formed to provide garment tailoring and alteration services. The Company has conducted only limited operations and is in the development stage as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915, Development Stage Entities.
Going Concern
These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As at August 31, 2013, the Company has not earned revenue, has a working capital deficit of $25,414, and an accumulated deficit of $96,393. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Company’s future operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
2.
Summary of Significant Accounting Policies
a)
Basis of Presentation
The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) and are expressed in U.S. dollars. The Company’s fiscal year end is November 30.
b)
Use of Estimates
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the recoverability of mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
c)
Cash and Cash Equivalents
The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. As of August 31, 2013 and November 30, 2012, there were no cash equivalents.
d)
Interim Financial Statements
These interim financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period
e)
Long-Lived Assets
In accordance with ASC 360, “Property Plant and Equipment”, the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value.
f)
Basic and Diluted Net Loss per Share
The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive.
g)
Income Taxes
The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Accounting for Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.
h)
Comprehensive Loss
ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at August 31, 2013 and November 30, 2012, the Company has no items representing comprehensive income or loss.
F-4 |
2.
Summary of Significant Accounting Policies (continued)
i)
Revenue Recognition
The Company recognizes revenue from online advertising. Revenue will be recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is assured. The Company is not exposed to any credit risks as amounts are prepaid prior to performance of services.
j)
Financial Instruments
Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:
Level 1
Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2
Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.
Level 3
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, and amounts due to related party. Pursuant to ASC 820, the fair value of cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. The recorded values of all other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.
k)
Stock-based Compensation
The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued. As at August 31, 2013 and November 30, 2012, the Company did not grant any stock options.
l)
Recent 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 accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
3.
Related Party Transactions
As at August 31, 2013, the Company owed $21,048 (November 30, 2012 - $21,574) to the President and Director of the Company. The amounts owing are unsecured, non-interest bearing, and due on demand.
4.
Subsequent Events
We have evaluated subsequent events through to the date of issuance of the financial statements, and did not have any material recognizable subsequent events.
F-5 |
ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Safe Harbor Statement
This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.
These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition and results of operations based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.
The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Form 10-Q. The discussions of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.
Results of Operation
Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.
We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
4 |
Three Month Period Ended August 31, 2013 Compared to the Three Months Ended August 31, 2012 and from Inception (May 15, 2010) to August 31, 2013
Our net loss for the three months period ended August 31, 2013 was $5,650 compared to $19,137 for the three months ended August 31, 2012. From inception to August 31, 2013 we incurred a total net loss of $96,393.
During the three months periods ended August 31, 2013 we have not generated any revenue, nor did we generate any revenue for the three months ended August 31, 2012 or from inception to August 31, 2013.
During the three month period ended August 31, 2013, our operating expenses were general and administrative expenses of $5,532 and depreciation of $118. The weighted average number of shares outstanding was 5,907,000 for the three months period ended August 31, 2013. During the three month period ended August 31, 2012, our operating expenses were general and administrative expenses of $19,019 and depreciation of $118. The weighted average number of shares outstanding was 5,907,000 for the three months period ended August 31, 2012.
Liquidity and Capital Resources
Three Month Period Ended August 31, 2013
As at August 31, 2013, our total assets were $612 compared to $25,379 in total assets at November 30, 2012. Total assets were comprised of $491 in cash and net fixed assets of $121. As at August 31, 2013, our current liabilities were $25,905, which was comprised of accounts payable of $4,857 and related party payable of $21,048. Stockholders’ deficit was $25,293 as of August 31, 2013 compared to stockholders' deficit of $1,106 as of November 30, 2012.
Cash Flows from Operating Activities
We have not generated positive cash flows from operating activities. For the nine months period ended August 31, 2013, net cash flows used in operating activities was $24,413, compared to $3,187 for the same period in 2012. For the period from inception (March 15, 2010) to August 31, 2013, net cash from operating activities was $69,189.
Cash Flows from Investing Activities
We have not generated any cash flows from investing activities for the nine months period ended August 31, 2013 or the same period in 2012. For the period from inception (March 15, 2010) to August 31, 2013, we used net cash of $1,420 in investing activities.
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Cash Flows from Financing Activities
We have financed our operations primarily from either advancements or the issuance of equity. For the nine months period ended August 31, 2013 and 2012, net cash provided by financing activities was $0. For the period from inception (March 15, 2010) to August 31, 2013, net cash provided by financing activities was $71,100 received from proceeds from issuance of common stock.
Plan of Operation
Our plan of operation for the next twelve months is to grow our retail business through marketing and building our on-line presence.
Going Concern
Our independent auditors' review report accompanying our August 31, 2013 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.
Inflation
The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.
Off-Balance Sheet Arrangements
As of August 31, 2013, we had no off-balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
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ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
Not applicable.
ITEM 4. CONTROLS AND PROCEDURES
Management's Report on Internal Control over Financial Reporting.
Our Internal control over financial reporting is a process that, under the supervision of and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, was designed to provide reasonable assurances regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our trustees; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that our controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
As management, it is our responsibility to establish and maintain adequate internal control over financial reporting. As of August 31, 2013, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our internal control over financial reporting using criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on our evaluation, we concluded that the Company maintained effective internal control over financial reporting as of August 31, 2013, based on criteria established in the Internal Control Integrated Framework issued by the COSO.
This quarterly report does not include an attestation report of the company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the company to provide only management's report in this quarterly report.
Evaluation of disclosure controls and procedures.
As of August 31, 2013, the Company's chief executive officer and chief financial officer conducted an evaluation regarding the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act. Based upon the evaluation of these controls and procedures, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of the date of filing this annual report applicable for the period covered by this report.
Changes in internal controls.
During the period covered by this report, no changes occurred in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
As of July 18, 2013 there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any of our properties is the subject. Also, our management is not aware of any legal proceedings contemplated by any governmental authority against us.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
None.
ITEM 5. OTHER INFORMATION
None.
8 |
ITEM 6. EXHIBITS
Exhibit Number | Exhibit Description |
31.1 | Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
EX-101.INS | XBRL Instance Document |
EX-101.SCH | XBRL Taxonomy Extension Schema |
EX-101.CAL | XBRL Taxonomy Extension Calculation Linkbase |
EX-101.LAB | XBRL Taxonomy Extension Label Linkbase |
EX-101.PRE | XBRL Taxonomy Extension Presentation Linkbase |
EX-101.DEF | XBRL Taxonomy Extension Definition Linkbase |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on our behalf by the undersigned thereunto duly authorized.
| GALA GLOBAL INC. | |
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| (REGISTRANT) |
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Date: October 28, 2013 | /s/ Robert Walter Frei | |
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| Robert Walter Frei |
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| President, Chief Executive Officer, Chief Financial Officer and Director |
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| (Authorized Officer for Registrant) |
9 |