Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May 31, 2019 | Jul. 15, 2019 | |
Document and Entity Information: | ||
Entity Registrant Name | Apawthecary Pets USA | |
Entity Central Index Key | 0001528697 | |
Document Type | 10-Q | |
Document Period End Date | May 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --08-31 | |
Is Entity's Reporting Status Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 24,827,264 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false |
Balance Sheets
Balance Sheets - USD ($) | May 31, 2019 | Aug. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 25,553 | $ 42,594 |
Inventory | 7,200 | 7,200 |
Total current assets | 32,753 | 49,794 |
Total Assets | 32,753 | 49,794 |
Current liabilities | ||
Accounts payable and accrued liabilities | 11,778 | 5,069 |
Accounts payable due to related parties (Note 3) | 551 | 551 |
Due to related parties (Note 3) | 70,673 | 70,673 |
Total current liabilities | 83,002 | 76,293 |
Total Liabilities | 83,002 | 76,293 |
Stockholders' deficit | ||
Capital stock (Note 4) Authorized 75,000,000 of common shares, par value $0.001 Issued and outstanding 24,827,264 common shares issued and outstanding (August 31, 2018 - 24,827,264), par value $0.001 | 24,827 | 24,827 |
Additional paid in capital | 349,223 | 349,223 |
Accumulated deficit | (424,299) | (400,549) |
Total stockholders' deficit | 50,249 | (26,499) |
Total Liabilities and Stockholders' Deficit | $ 32,753 | $ 49,794 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | May 31, 2019 | Aug. 31, 2018 |
Stockholders' deficit | ||
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
Common Stock, Shares Issued | 24,827,264 | 24,827,264 |
Common Stock, Shares Outstanding | 24,827,264 | 24,827,264 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Operating Expenses | ||||
Professional fees | $ 4,281 | $ 1,552 | $ 21,288 | $ 28,305 |
General and administrative | 481 | 377 | 2,462 | 11,958 |
Total operating Expenses | 4,762 | 1,929 | 23,750 | 40,263 |
Net loss | $ (4,762) | $ (1,929) | $ (23,750) | $ (40,263) |
Basic and diluted net loss per common share- basic and diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares - basic and diluted | 24,827,264 | 24,827,264 | 24,827,264 | 24,811,696 |
Statements of Changes in Equity
Statements of Changes in Equity - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Aug. 31, 2017 | 23,977,264 | |||
Beginning Balance, Amount at Aug. 31, 2017 | $ 23,977 | $ 265,073 | $ (352,275) | $ (63,225) |
Common shares sold for cash, Shares | 850,000 | |||
Common shares sold for cash, Amount | $ 850 | 84,150 | 85,000 | |
Net loss | (40,263) | (40,263) | ||
Ending Balance, Shares at May. 31, 2018 | 24,827,264 | |||
Ending Balance, Amount at May. 31, 2018 | $ 24,827 | 349,223 | (392,538) | (18,488) |
Beginning Balance, Shares at Feb. 28, 2018 | 24,827,264 | |||
Beginning Balance, Amount at Feb. 28, 2018 | $ 24,827 | 349,223 | (390,609) | (16,559) |
Net loss | (1,929) | (1,929) | ||
Ending Balance, Shares at May. 31, 2018 | 24,827,264 | |||
Ending Balance, Amount at May. 31, 2018 | $ 24,827 | 349,223 | (392,538) | (18,488) |
Beginning Balance, Shares at Aug. 31, 2018 | 24,827,264 | |||
Beginning Balance, Amount at Aug. 31, 2018 | $ 24,827 | 349,223 | (400,549) | (26,499) |
Net loss | (23,750) | (23,750) | ||
Ending Balance, Shares at May. 31, 2019 | 24,827,264 | |||
Ending Balance, Amount at May. 31, 2019 | $ 24,827 | 349,223 | (424,299) | 50,249 |
Beginning Balance, Shares at Feb. 28, 2019 | 24,827,264 | |||
Beginning Balance, Amount at Feb. 28, 2019 | $ 24,827 | 349,223 | (419,537) | (45,487) |
Net loss | (4,762) | (4,762) | ||
Ending Balance, Shares at May. 31, 2019 | 24,827,264 | |||
Ending Balance, Amount at May. 31, 2019 | $ 24,827 | $ 349,223 | $ (424,299) | $ 50,249 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
May 31, 2019 | May 31, 2018 | |
Cash flows from operating activities | ||
Net loss | $ (23,750) | $ (40,263) |
Changes in operating assets and liabilities | ||
Decrease in inventory | (7,200) | |
Increase in accounts payable and accrued liabilities | 6,709 | 5,396 |
Cash flows used in operating activities | (17,041) | (42,067) |
Cash flows from financing activities | ||
Proceeds from common shares sold for cash | 85,000 | |
Cash provided by financing activities | 85,000 | |
Net (decrease) increase in cash and cash equivalents | (17,041) | 42,933 |
Cash and cash equivalents, beginning of year | 42,594 | 13,380 |
Cash and cash equivalents, end of year | $ 25,553 | $ 56,313 |
Nature and Continuance of Opera
Nature and Continuance of Operations | 9 Months Ended |
May 31, 2019 | |
Notes to Financial Statements | |
1. Nature and Continuance of Operations | Apawthecary Pets USA (the “Company”) was incorporated under the laws of the States of Nevada on December 27, 2007. The Company intends to operate in the pet industry. On July 20 2017, the Company changed its name from Bookedbyus Inc. to Apawthecary Pets USA. In the opinion of the management, all normal recurring adjustments which are necessary for a fair presentation of financial statements of the results for the periods ended May 31, 2019 and 2018 have been included. The Company’s financial statements as of May 31, 2019 and for the period then ended have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company generated a net loss of $23,750 for the nine-month period ended May 31, 2019 and had a working capital deficit of $50,249 as of May 31, 2019. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. Management believes that the Company’s capital resources should be adequate to continue operating and maintaining its business strategy during the fiscal year ended August 31, 2019. However, if the Company is unable to raise additional capital in the near future, due to the Company’s liquidity problems, management expects that the Company will need to curtail operations, liquidate assets, seek additional capital on less favorable terms and/or pursue other remedial measures. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. As of May 31, 2019, the Company was not engaged in continued business, and had significant expenses from early stage activities. Although management is currently attempting to implement its business plan and is seeking additional sources of financing, there is no assurance the activity will be successful. Accordingly, the Company must rely on its president to perform essential functions without compensation until a business operation can be commenced. The financial statements do not include any adjustments that may result from the outcome of this uncertainty. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
May 31, 2019 | |
Notes to Financial Statements | |
2. Significant Accounting Policies | Basis of presentation The accompanying unaudited interim financial statements of the Company 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 Company’s audited financial statement for the year ended August 31, 2018, as filed with the SEC on Form 10-K. In the opinion of management, all normal recurring adjustments which are necessary for a fair presentation of financial statements of the results for the interim period ended May 31, 2019, have been included. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period ended August 31, 2018, as reported in the From 10-K have been omitted. Inventory Inventories are stated at the lower of cost or net realizable value, using the first-in first-out method. Cost includes materials, labor and manufacturing overhead related to the purchase and production of inventories. The Company regularly review inventory quantities on hand, future purchase commitments with supplies, and the estimated utility of inventory. If the review indicates a reduction in utility below carrying value, the Company reduces the inventory to a new cost basis through a charge to cost of goods sold. |
Due to Related Parties and Rela
Due to Related Parties and Related Party Transactions | 9 Months Ended |
May 31, 2019 | |
Notes to Financial Statements | |
3. Due to Related Parties and Related Party Transactions | The outstanding balance of management fees payable to a consultant, Brad Kersch, who was under contract until December 31, 2016 was $551 as of May 31, 2019 and August 31, 2018, respectively. As of May 31, 2019, the Company utilized office space located at 619 S.Ridgley, Los Angeles CA at no cost. The office space is operated by a company with an officer in common. As of May 31, 2019, related parties of the Company have provided a series of loans, totaling $70,673 (August 31, 2018 $70,673), for working capital purposes. These amounts are unsecured, interest free and are due on demand. Yuying Liang has contributed uncompensated financial accounting services to Apawthecary Pets USA. On August 24, 2017 Apawthecary Pets USA entered into a license agreement with Solace Management Group Inc. a British Columbia corporation. The material terms of such license agreement are: 1. Upon execution of the Agreement, the Apawthecary Pets USA shall provide a nonrefundable license fee in the amount of $100,000 (the "License Fee") to be held in an escrow account pursuant and subject to the terms of an escrow agreement whereby the License Fee will remain in the escrow account until the earlier of a $3,000,000 raise by the Licensee or after the Setup Period. 2. Term of the License Agreement is 10 years with a 5 year renewal term. 3. The license is an exclusive, nontransferable, nonsub licensable license to manufacture, sell, represent, market, distribute and advertise the Licensed Products within the Territory on the terms and conditions set forth in the License Agreement and shall include access to, and use of, the Solace Products within the Territory on the terms and conditions set forth in the License Agreement and shall include access to, and use of, the Solace Management Group Inc.’s Licensed Products and Services, Marks, Manuals, brands, and the business format, formulations, methods, specifications, standards, and operating procedures. 4. Apawthecary Pets USA shall pay the Solace Management Group Inc. for all packaging and shipment expenses to the Licensee at the then current market rate plus 20%. 5. Royalties will commence to accrue when the Licensed Products are accepted by the Apawthecary Pets USA. Apawthecary Pets USA shall pay quarterly royalties in addition to the yearly royalty fee, 10% of sales based on the wholesale price of each item. Solace Management Group Inc. owns the brand and intellectual property rights to Apawthecary Pets. Apawthecary Pets Inc., a Canadian corporation licensed the brand and distribution rights for Apawthecary Pets for use in Canada from Solace Management Group Inc. Solace Management Group Inc. and Apawthecary Pets USA have an officer and director in common, Bradley Kersch. Apawthecary Pets USA has negotiated a licensing and distribution agreement with Solace Management Group Inc. The $100,000 License fee has not been paid as of May 31, 2019. |
Capital Stock
Capital Stock | 9 Months Ended |
May 31, 2019 | |
Notes to Financial Statements | |
4. Capital Stock | The total authorized capital is 75,000,000 common shares with a par value of $0.001 per common share. Issued and outstanding The Company had 24,827,264 common shares issued and outstanding as at May 31, 2019 and August 31, 2018, respectively. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
May 31, 2019 | |
Significant Accounting Policies Policies | |
Basis of presentation | The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the Company’s audited financial statement for the year ended August 31, 2018, as filed with the SEC on Form 10-K. In the opinion of management, all normal recurring adjustments which are necessary for a fair presentation of financial statements of the results for the interim period ended May 31, 2019, have been included. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period ended August 31, 2018, as reported in the From 10-K have been omitted. |
Inventory | Inventories are stated at the lower of cost or net realizable value, using the first-in first-out method. Cost includes materials, labor and manufacturing overhead related to the purchase and production of inventories. The Company regularly review inventory quantities on hand, future purchase commitments with supplies, and the estimated utility of inventory. If the review indicates a reduction in utility below carrying value, the Company reduces the inventory to a new cost basis through a charge to cost of goods sold. |
Nature and Continuance of Ope_2
Nature and Continuance of Operations (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2019 | May 31, 2018 | |
Nature And Continuance Of Operations | ||||
State of incorporation | Nevada | |||
Date of incorporation | Dec. 27, 2007 | |||
Net loss | $ (4,762) | $ (1,929) | $ (23,750) | $ (40,263) |
Working capital deficit | $ (50,249) | $ (50,249) |
Due to Related Parties and Re_2
Due to Related Parties and Related Party Transactions (Details Narrative) - USD ($) | 1 Months Ended | ||
Aug. 24, 2017 | May 31, 2019 | Aug. 31, 2018 | |
Outstanding balance of management fees payable | $ 551 | $ 551 | |
Due to related parties | 70,673 | $ 70,673 | |
Royalty fee | 10.00% | ||
Unpaid license fee | $ 100,000 | ||
Solace Management Group Inc [Member] | |||
Current market rate | 20.00% | ||
Material terms of license agreement description | 1. Upon execution of the Agreement, the Apawthecary Pets USA shall provide a non¬refundable license fee in the amount of $100,000 (the "License Fee") to be held in an escrow account pursuant and subject to the terms of an escrow agreement whereby the License Fee will remain in the escrow account until the earlier of a $3,000,000 raise by the Licensee or after the Set¬up Period. 2. Term of the License Agreement is 10 years with a 5 year renewal term. 3. The license is an exclusive, non¬transferable, non¬sub licensable license to manufacture, sell, represent, market, distribute and advertise the Licensed Products within the Territory on the terms and conditions set forth in the License Agreement and shall include access to, and use of, the Solace Products within the Territory on the terms and conditions set forth in the License Agreement and shall include access to, and use of, the Solace Management Group Inc.’s Licensed Products and Services, Marks, Manuals, brands, and the business format, formulations, methods, specifications, standards, and operating procedures. 4. Apawthecary Pets USA shall pay the Solace Management Group Inc. for all packaging and shipment expenses to the Licensee at the then current market rate plus 20%. 5. Royalties will commence to accrue when the Licensed Products are accepted by the Apawthecary Pets USA. Apawthecary Pets USA shall pay quarterly royalties in addition to the yearly royalty fee, 10% of sales based on the wholesale price of each item. |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - $ / shares | May 31, 2019 | Aug. 31, 2018 |
Capital Stock Details Narrative Abstract | ||
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
Common Stock, Shares Issued | 24,827,264 | 24,827,264 |
Common Stock, Shares Outstanding | 24,827,264 | 24,827,264 |