Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Oct. 31, 2013 | Feb. 13, 2014 | Apr. 30, 2013 | |
Document and Entity Information: | ' | ' | ' |
Entity Registrant Name | 'Puget Technologies, Inc. | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Oct-13 | ' | ' |
Amendment Flag | 'true | ' | ' |
Entity Central Index Key | '0001540615 | ' | ' |
Current Fiscal Year End Date | '--10-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 42,500,000 | ' |
Entity Public Float | ' | ' | $2,244,000 |
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 | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Description | 'Amended to include data from inception. | ' | ' |
Statement_of_Financial_Positio
Statement of Financial Position (USD $) | Oct. 31, 2013 | Oct. 31, 2012 |
Assets, Current | ' | ' |
Cash and Cash Equivalents, at Carrying Value | $13,572 | $36 |
Assets, Current | 13,572 | 36 |
Assets | 13,572 | 36 |
Liabilities, Current | ' | ' |
Accounts Payable and Accrued Liabilities, Current | 4,961 | 4,733 |
Due to Officers or Stockhoders, Current | 660 | ' |
Liabilities, Current | 5,621 | 4,733 |
Liabilities, Noncurrent | ' | ' |
Notes Payable, Noncurrent | 175,000 | ' |
Liabilities, Noncurrent | 175,000 | ' |
Liabilities | 180,621 | 4,733 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | ' | ' |
Common Stock, Value, Issued | 42,500 | 3,300 |
Additional Paid in Capital, Common Stock | -7,442 | 11,700 |
Retained Earnings (Accumulated Deficit) | -187,107 | -19,697 |
Receivable for Issuance of Capital Stock | -15,000 | ' |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | -167,049 | -4,697 |
Liabilities and Equity | $13,572 | $36 |
Statement_of_Financial_Positio1
Statement of Financial Position - Parenthetical (USD $) | Oct. 31, 2013 | Oct. 31, 2012 |
Balance Sheets | ' | ' |
Common Stock, Par Value | $0.00 | $0.00 |
Common Stock, Shares Authorized | 110,000,000 | 110,000,000 |
Common Stock, Shares Issued | 42,500,000 | 3,300,000 |
Common Stock, Shares Outstanding | 42,500,000 | 3,300,000 |
Statement_of_Income
Statement of Income (USD $) | 12 Months Ended | 43 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | Oct. 31, 2013 | |
Revenues | ' | ' | ' |
Sales Revenue, Goods, Net | ' | $58,815 | $58,815 |
Revenues | ' | 58,815 | 58,815 |
Cost of Revenue | ' | ' | ' |
Cost of Goods Sold | ' | 63,741 | 63,741 |
Cost of Revenue | ' | 63,741 | 63,741 |
Gross Profit | ' | -4,946 | -4,946 |
Operating Expenses | ' | ' | ' |
Legal Fees | 96,673 | 1,960 | 104,133 |
Selling and Marketing Expense | 4,099 | 7,130 | 11,229 |
General and Administrative Expense | 45,438 | 140 | 45,599 |
Operating Expenses | 146,210 | 9,230 | 160,961 |
Nonoperating Income (Expense) | ' | ' | ' |
Merger Rescission Income (Expense) | -21,200 | ' | -21,200 |
Nonoperating Income (Expense) | -21,200 | ' | -21,200 |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | -167,410 | -14,176 | -187,107 |
Net Income (Loss) | ($167,410) | ($14,176) | ($187,107) |
Earnings Per Share | ' | ' | ' |
Earnings Per Share, Basic | ($0.01) | $0 | ' |
Weighted Average Number of Shares Outstanding, Basic | 16,246,960 | 3,300,000 | ' |
Statement_of_Shareholders_Equi
Statement of Shareholders' Equity and Other Comprehensive Income (USD $) | Common Stock | Additional Paid-in Capital | Common Stock Receivable | Retained Earnings | Total |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Oct. 31, 2011 | $3,000 | ' | ' | ($5,522) | ($2,522) |
Shares, Outstanding at Oct. 31, 2011 | 3,000,000 | ' | ' | ' | 3,000,000 |
Stock Issued During Period, Value, New Issues | 300 | 11,700 | ' | ' | 12,000 |
Stock Issued During Period, Shares, New Issues | 300,000 | ' | ' | ' | 300,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | ' | ' | ' | -14,176 | -14,176 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Oct. 31, 2012 | 3,300 | 11,700 | ' | -19,697 | -4,697 |
Shares, Outstanding at Oct. 31, 2012 | 3,300,000 | ' | ' | ' | 3,300,000 |
Debt Conversion, Converted Instrument, Amount | ' | 5,058 | ' | ' | 5,058 |
Stock Issued During Period, Value, Other | 41,650 | -41,650 | ' | ' | ' |
Stock Issued During Period, Shares, Other | 41,650,000 | ' | ' | ' | 41,650,000 |
Stock Repurchased and Retired During Period, Value | -2,450 | 2,450 | ' | ' | ' |
Stock Repurchased and Retired During Period, Shares | -2,450,000 | ' | ' | ' | -2,450,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | ' | ' | ' | -167,410 | -167,410 |
Stock Issued During Period, Shares, Period Increase (Decrease) | ' | 15,000 | -15,000 | ' | ' |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Oct. 31, 2013 | $42,500 | ($7,442) | ($15,000) | ($187,107) | ($167,049) |
Shares, Outstanding at Oct. 31, 2013 | 42,500,000 | ' | ' | ' | 42,500,000 |
Statement_of_Cash_Flows
Statement of Cash Flows (USD $) | 12 Months Ended | 43 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | Oct. 31, 2013 | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | ' |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | ($167,410) | ($14,176) | ($187,107) |
Increase (Decrease) in Operating Capital | ' | ' | ' |
Increase (Decrease) in Inventories | ' | 2,070 | ' |
Increase (Decrease) in Accounts Payable and Accrued Liabilities | 228 | -4,959 | 4,961 |
Net Cash Provided by (Used in) Operating Activities | -167,182 | -17,065 | -182,146 |
Net Cash Provided by (Used in) Financing Activities | ' | ' | ' |
Proceeds from (Repayments of) Notes Payable | 175,000 | ' | 175,000 |
Proceeds from (Repayments of) Related Party Debt | 660 | ' | 660 |
Proceeds from Issuance of Common Stock | ' | 12,000 | 15,000 |
Proceeds from Contributed Capital | 5,058 | ' | 5,058 |
Net Cash Provided by (Used in) Financing Activities | 180,718 | 12,000 | 195,718 |
Cash and Cash Equivalents, Period Increase (Decrease) | 13,536 | -5,065 | 13,572 |
Cash and Cash Equivalents, at Carrying Value | 36 | 5,100 | ' |
Cash and Cash Equivalents, at Carrying Value | $13,572 | $36 | $13,572 |
Organization_and_Business_Oper
Organization and Business Operations | 12 Months Ended |
Oct. 31, 2013 | |
Notes | ' |
Organization and Business Operations | ' |
1. ORGANIZATION AND BUSINESS OPERATIONS | |
PUGET TECHNOLOGIES, INC. (“the Company”) was incorporated under the laws of the State of Nevada, U.S. on March 17, 2010. Our business is developing and selling leading edge consumer oriented products ready for rapid commercialization. Much of our resources are dedicated to research and development in order to provide consumers with quality options while meeting the expectations of its investors. The Company is in the development stage as defined under Accounting Codification Standard, Development Stage Entities (“ASC-915”). The Company has generated $58,815 in revenue to date and consequently its operations are subject to all risks inherent in the establishment of a new business enterprise. For the period from inception on March 17, 2010 through October 31, 2013 the Company has accumulated losses of $187,107. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Oct. 31, 2013 | |||
Notes | ' | ||
Summary of Significant Accounting Policies | ' | ||
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Basis of Presentation | |||
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. | |||
Development Stage Company | |||
The Company is a development stage company as defined by section 915-10-20 of the FASB Accounting Standards Codification. Although the Company has recognized a nominal amount of revenue from inception, it is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not fully commenced. | |||
Going Concern | |||
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $187,107 as of October 31, 2013 and further losses are anticipated in the development of its business raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock. | |||
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. The Company had $13,572 cash and $0 cash equivalents as of October 31, 2013. | |||
Use of Estimates and Assumptions | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 as well as the reported amount of revenues and expenses during the reporting period. | |||
The Company’s significant estimates and assumptions include the fair value of financial instruments; revenue recognized or recognizable; sales returns and allowances; income tax rate, income tax provision; and the assumption that the Company will be a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. | |||
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. | |||
Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. | |||
Actual results could differ from those estimates. | |||
Foreign Currency Translation | |||
The Company's functional currency and its reporting currency is the United States dollar. | |||
Fair Value of Financial Instruments | |||
The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: | |||
Level 1 | Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. | ||
Level 2 | Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. | ||
Level 3 | Pricing inputs that are generally observable inputs and not corroborated by market data. | ||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. | |||
The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. | |||
The carrying amounts of the Company’s financial assets and liabilities, such as cash, income tax payable and accrued expenses, approximate their fair values because of the short maturity of these instruments. | |||
Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. | |||
It is not, however, practical to determine the fair value of advances from stockholder, if any, due to their related party nature. | |||
Related Parties | |||
The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. | |||
Pursuant to Section 850-10-20 the related parties include: a. affiliates of the Company; b. entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | |||
The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. | |||
Stock-based Compensation | |||
Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options. | |||
Income Taxes | |||
The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date. | |||
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25.addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. | |||
Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. | |||
Uncertain Tax Positions | |||
The Company did not take any uncertain tax positions and had no adjustments to the unrecognized tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the year ended October 31, 2013. | |||
Basic and Diluted Loss Per Share | |||
The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. | |||
The Company has no potential dilutive instruments and accordingly basic loss and diluted loss per share are equal. | |||
Fiscal Periods | |||
The Company's fiscal year end is October 31. | |||
Recent accounting pronouncements | |||
We have reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and we do not believe any of these pronouncements will have a material impact on the company. | |||
Advertising | |||
The Company follows the policy of charging the costs of advertising to expenses incurred. The Company incurred $11,229 in advertising costs during the period March 17, 2010 (inception) to October 31, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Oct. 31, 2013 | |
Notes | ' |
Commitments and Contingencies | ' |
3. COMMITMENTS AND CONTINGENCIES | |
Effective August 9, 2013, the Company entered into a Master Credit Agreement whereby Shield Investments, Inc. has agreed to make advances to the Company in an amount not to exceed $1,250,000 in the aggregate. Each advance will bear an interest rate of 12% annually and principle and interest accrued are payable one year after the date of indebtedness. The Agreement is not a revolving line of credit and monies borrowed cannot be borrowed, repaid, and re-borrowed. As of October 31, 2013, the Company owed $177,400 which includes $175,000 in principle and $2,400 in accrued interest. |
Common_Stock
Common Stock | 12 Months Ended |
Oct. 31, 2013 | |
Notes | ' |
Common Stock | ' |
4. COMMON STOCK | |
The authorized capital of the Company is 110,000,000 common shares; par value $0.001 per share. | |
On October 01, 2010, the Company issued 3,000,000 shares of common stock at a price of $0.001 per share for total cash proceeds of $3,000. | |
During the month of July 2012, the Company issued 300,000 shares of common stock at a price of $0.04 per share for total cash proceeds of $12,000. | |
Effective May 15, 2013, and pursuant to a private transaction, 2,450,000 shares were returned to the Company and cancelled. The company has reduced the outstanding shares and associated value by $2,450. | |
On July 3, 2013, the Company’s Board of Directors authorized a forward stock split of 50 for 1. Prior to the forward split, the Company had 850,000 common shares outstanding. As a result of the dividend, the Company had 42,500,000 shares of common stock outstanding. | |
Pursuant to a Rescission of Share Exchange Agreement, effective March 24, 2014, Mr. Ronald Leyland, former president and director, returned his 15,000,000 Shares of Company stock to the Company and the Company returned 100% of B-29 Energy, Inc. shares that were acquired under the Share Exchange Agreement executed on September 2, 2013 to Mr. Leyland. The Company’s financial statements for the period have been restated to reflect the retro-application of the Rescission Agreement. As a result and therefore, the Company has recorded common stock receivable in the amount of $15,000. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Notes | ' | ||||||||
Income Taxes | ' | ||||||||
5. INCOME TAXES | |||||||||
The Company uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. During fiscal 2013 and 2012, the Company incurred a net loss and therefore has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is $187,107 and will begin to expire in the year 2023. | |||||||||
A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows: | |||||||||
For the Period from March 17, 2010 (Inception) through October 31, 2013 | |||||||||
Federal statutory income tax rate | 15 | % | |||||||
NV state statutory income tax rate | 0 | % | |||||||
Effective income tax rate | 15 | % | |||||||
At October 31, 2013 and 2012, deferred tax assets consisted of the following: | |||||||||
Deferred tax assets | 2013 | 2012 | |||||||
Net operating losses | $ | 28,066 | $ | 2,955 | |||||
Less: valuation allowance | (28,066 | ) | (2,955 | ) | |||||
Net deferred tax asset | $ | --- | $ | --- | |||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Oct. 31, 2013 | |
Notes | ' |
Related Party Transactions | ' |
6. RELATED PARTY TRANSACTIONS | |
On October 01, 2010, the Company sold 3,000,000 shares of common stock at a price of $0.001 per share to its director. | |
On May 31, 2013, the Company appointed Ronald Leyland as a Director and President. Concurrent with Mr. Leyland’s appointment, Andre Troshin resigned as President, Secretary, Treasurer and a Director, resulting with Mr. Leyland as the sole officer and director of the Company. | |
On September 2, 2013, the Company, B-29 ENERGY INC., and Ronald Leyland, sole director, president, and registered holder of 100% of the shares of B-29 and Chairman and Chief Executive Officer of the Company, entered into a share exchange agreement whereby the Company acquired all of the issued and outstanding common stock of B-29 held by the Shareholder (100 shares) and, in exchange, issued 15,000,000 shares of the Company’s common stock to the Shareholder of B-29. As a result, the shareholder now holds 35.2% of the capital stock of the Company. At the same time as the issuance of the above, current Company shareholder, Allanwater Enterprises Corp., will surrender 15,000,000 shares of the Company’s common stock which the Company will then cancel. The result is a zero net increase in the issued and outstanding shares of the Company as a result of the share exchange transaction. | |
As of October 31, 2013 the total amount unpaid to related parties was $660. The loan is non-interest bearing, due upon demand and unsecured. | |
On March 23, 2014, the Board of Directors appointed Gary J. Valentine as a Director, CEO and President of the Company. Concurrent with Mr. Valentine’s appointment, Ronald Leyland resigned as President, Secretary, Treasurer and a Director of the Company, which leaves Mr. Valentine as the sole officer and director of the Company. | |
Pursuant to a Rescission of Share Exchange Agreement, effective March 24, 2014, Mr. Ronald Leyland, former president and director, returned 15,000,000 Shares of Company stock to the Company and the Company returned 100% of B-29 Energy, Inc. shares that were acquired under the Share Exchange Agreement executed on September 2, 2013 to Mr. Leyland. Concurrent with the resignation of Mr. Leyland, the Company disbursed $25,000 to Mr. Leyland as final payment for services provided to the Company. The Company’s financial statements for the period have been restated to reflect the retro-application of the Rescission of Share Exchange Agreement. |
Restatement_of_Financial_State
Restatement of Financial Statements | 12 Months Ended | ||||||||||
Oct. 31, 2013 | |||||||||||
Notes | ' | ||||||||||
Restatement of Financial Statements | ' | ||||||||||
7. RESTATEMENT OF FINANCIAL STATEMENTS | |||||||||||
On September 2, 2013, the Company, B-29 ENERGY INC., a Colorado corporation (“B-29”), and Ronald Leyland, sole director, president, and registered holder of 100% of the shares of B-29 (the “Shareholder”) and Chairman and Chief Executive Officer of the Company, entered into share exchange agreement whereby the Company acquired all of the issued and outstanding common stock of B-29 held by the Shareholder (100 shares) and, in exchange, issued 15,000,000 shares of the Company to the Shareholder (Shareholder now holds 35.2% of the capital stock of the Company). | |||||||||||
At the same time as the issuance of the above 15,000,000 Company shares to Shareholder, current shareholder Allanwater Enterprises Corp. surrendered its 15,000,000 shares which were cancelled, resulting in a zero net increase in the issued and outstanding shares of the Company as a result of the issuance in the share exchange transaction. | |||||||||||
Pursuant to a Rescission of Share Exchange Agreement, effective March 24, 2014, Mr. Ronald Leyland, former president and director, returned his 15,000,000 Shares of Company stock to the Company and the Company returned 100% of B-29 Energy, Inc. shares that were acquired under the Share Exchange Agreement executed on September 2, 2013 to Mr. Leyland. The Company’s financial statements for the period have been restated to reflect the retro-application of the Rescission of Share Exchange Agreement. As a result and therefore, the Company has recorded common stock receivable in the amount of $15,000 as of October 31, 2013. | |||||||||||
The following reflects the retro-application of the Rescission of Share Exchange Agreement and the restatement of the Company’s financial statements for the period ended October 31, 2013: | |||||||||||
As reported October 31, 2013 | Corrected | ||||||||||
Puget | B-29 | Combined | Rescinded | 10/31/13 | |||||||
ASSETS | |||||||||||
Current assets: | |||||||||||
Cash | $ | 13,572 | $ | $ | 13,572 | $ | $ | 13,572 | |||
Notes Receivable | 21,200 | - | - | ||||||||
Total current assets | 34,772 | - | 13,572 | - | 13,572 | ||||||
Other asset: | |||||||||||
Intangible asset | 1 | ||||||||||
Total other asset | - | 1 | - | - | - | ||||||
Total assets | $ | 34,772 | $ | 1 | $ | 13,572 | $ | - | $ | 13,572 | |
LIABILITIES | |||||||||||
Current liabilities: | |||||||||||
Accounts payable and accrued expenses | $ | 4,961 | $ | 2,623 | $ | 7,584 | $ | -2,623 | $ | 4,961 | |
Advances from shareholders | 660 | 660 | 660 | ||||||||
Notes payable | 21,200 | ||||||||||
Total current liabilities | 5,621 | 23,823 | 8,244 | (2,623) | 5,621 | ||||||
Long term liabilities | |||||||||||
Notes payable | 175,000 | 175,000 | 175,000 | ||||||||
Total long-term liabilities | 175,000 | - | 175,000 | - | 175,000 | ||||||
Total liabilities | 180,621 | 23,823 | 183,244 | (2,623) | 180,621 | ||||||
STOCKHOLDERS' EQUITY | |||||||||||
Common stock, $.001 par value, 110,000,000 authorized;42,500,000 (net of treasury) and 3,300,000 shares issued and outstanding | 44,950 | 1 | 44,950 | (2,450) | 42,500 | ||||||
Additional paid in capital | (22,442) | 100 | (22,342) | 14,900 | (7,442) | ||||||
Treasury stock | (2,450) | (2,450) | 2,450 | - | |||||||
Common stock receivable | (15,000) | (15,000) | |||||||||
Deficit accumulated during the development stage | (165,907) | (23,923) | (189,830) | 2,723 | (187,107) | ||||||
Total stockholders' equity/(deficit) | (145,849) | (23,822) | (169,672) | 173 | (169,049) | ||||||
Total liabilities and stockholders' equity | $ | 34,772 | $ | 1 | $ | 13,572 | $ | (2,450) | $ | 13,572 | |
As reported October 31, 2013 | Corrected | ||||||||||
Puget | B-29 | Combined | Rescinded | 10/31/13 | |||||||
Sales | $ | - | $ | - | $ | - | $ | - | $ | - | |
Cost of sales | - | - | - | - | - | ||||||
Gross profit | - | - | - | - | - | ||||||
General and administrative expenses: | |||||||||||
Legal and professional | 96,673 | 96,673 | 96,673 | ||||||||
Marketing and advertising | 4,099 | 4,099 | 4,099 | ||||||||
Research and development | 17,500 | 17,500 | (17,500) | - | |||||||
Other | 45,438 | 6,423 | 51,861 | (6,423) | 45,438 | ||||||
Total general and administrative expenses | 146,210 | 23,923 | 170,133 | (23,923) | 146,210 | ||||||
Other income/(expense) | |||||||||||
Rescission of merger expense | (21,200) | (21,200) | |||||||||
Total income/(expense) | - | - | - | (21,200) | (21,200) | ||||||
Loss from operations | -146,210 | (23,923) | -170,133 | 2,723 | -167,410 | ||||||
Provision for income taxes | |||||||||||
Net (loss) | $ | -146,210 | $ | (23,923) | $ | -170,133 | $ | 2,723 | $ | -167,410 |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Oct. 31, 2013 | |
Notes | ' |
Subsequent Events | ' |
8. SUBSEQUENT EVENTS | |
The Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The following material events have occurred up to the date of the filing of this Report: | |
On January 8, 2014, the Company executed a Memorandum of Understanding with Shenzhen Weistek, an international manufacturer of advanced 3D printers and related production parts. | |
On February 3, 2014, the Company filed for trademarks related to its SnapSearch app and PrintSnaptic platform with the U.S. Patent and Trade Office in preparation of its first high performance 3D printer for the U.S. consumer market and is continuing the development of supporting technologies to enhance the out-of-box experience. | |
On February 5, 2014, the Company formed Weistek USA, a Colorado corporation, in preparation for the distribution and sales of its high performance 3D printer in the U.S. consumer market. | |
On March 23, 2014, the Board of Directors appointed Gary J. Valentine as a Director, CEO and President of the Company. Concurrent with Mr. Valentine’s appointment, Ronald Leyland resigned as President, Secretary, Treasurer and a Director of the Company, which leaves Mr. Valentine as the sole officer and director of the Company. | |
Effective March 24, 2014, Mr. Ronald Leyland, former president and director, returned his 15,000,000 Shares of Company stock to the Company and the Company returned 100% of B-29 Energy, Inc. shares that were acquired under the Share Exchange Agreement executed on September 2, 2013 to Mr. Leyland. The Company’s financial statements for the period ended October 31, 2013 have been restated to reflect the retro-application of the Rescission of Share Exchange Agreement. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies: Basis of Presentation (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies: Development Stage Company (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Development Stage Company | ' |
Development Stage Company | |
The Company is a development stage company as defined by section 915-10-20 of the FASB Accounting Standards Codification. Although the Company has recognized a nominal amount of revenue from inception, it is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not fully commenced. |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies: Going Concern (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Going Concern | ' |
Going Concern | |
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $187,107 as of October 31, 2013 and further losses are anticipated in the development of its business raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock. |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies: Cash and Cash Equivalents (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Cash and Cash Equivalents | ' |
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. The Company had $13,572 cash and $0 cash equivalents as of October 31, 2013. |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies: Use of Estimates and Assumptions (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Use of Estimates and Assumptions | ' |
Use of Estimates and Assumptions | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 as well as the reported amount of revenues and expenses during the reporting period. | |
The Company’s significant estimates and assumptions include the fair value of financial instruments; revenue recognized or recognizable; sales returns and allowances; income tax rate, income tax provision; and the assumption that the Company will be a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. | |
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. | |
Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. | |
Actual results could differ from those estimates. |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies: Foreign Currency Translation (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Foreign Currency Translation | ' |
Foreign Currency Translation | |
The Company's functional currency and its reporting currency is the United States dollar. |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies: Fair Value of Financial Instruments (Policies) | 12 Months Ended | ||
Oct. 31, 2013 | |||
Policies | ' | ||
Fair Value of Financial Instruments | ' | ||
Fair Value of Financial Instruments | |||
The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: | |||
Level 1 | Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. | ||
Level 2 | Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. | ||
Level 3 | Pricing inputs that are generally observable inputs and not corroborated by market data. | ||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. | |||
The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. | |||
The carrying amounts of the Company’s financial assets and liabilities, such as cash, income tax payable and accrued expenses, approximate their fair values because of the short maturity of these instruments. | |||
Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. | |||
It is not, however, practical to determine the fair value of advances from stockholder, if any, due to their related party nature. |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies: Stock-based Compensation (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Stock-based Compensation | ' |
Stock-based Compensation | |
Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options. |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies: Income Taxes (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Income Taxes | ' |
Income Taxes | |
The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date. | |
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25.addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. | |
Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. | |
Uncertain Tax Positions | |
The Company did not take any uncertain tax positions and had no adjustments to the unrecognized tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the year ended October 31, 2013. |
Recovered_Sheet1
Summary of Significant Accounting Policies: Basic and Diluted Loss Per Share (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Basic and Diluted Loss Per Share | ' |
Basic and Diluted Loss Per Share | |
The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. | |
The Company has no potential dilutive instruments and accordingly basic loss and diluted loss per share are equal. |
Recovered_Sheet2
Summary of Significant Accounting Policies: Fiscal Periods (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Fiscal Periods | ' |
Fiscal Periods | |
The Company's fiscal year end is October 31. |
Recovered_Sheet3
Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Recent Accounting Pronouncements | ' |
Recent accounting pronouncements | |
We have reviewed all the recent accounting pronouncements issued to date of the issuance of these financial statements, and we do not believe any of these pronouncements will have a material impact on the company. |
Recovered_Sheet4
Summary of Significant Accounting Policies: Advertising (Policies) | 12 Months Ended |
Oct. 31, 2013 | |
Policies | ' |
Advertising | ' |
Advertising | |
The Company follows the policy of charging the costs of advertising to expenses incurred. The Company incurred $11,229 in advertising costs during the period March 17, 2010 (inception) to October 31, 2013. |
Common_Stock_Details
Common Stock (Details) (USD $) | 0 Months Ended | ||
15-May-13 | Jul. 31, 2012 | Oct. 01, 2010 | |
Details | ' | ' | ' |
Development Stage Entities, Stock Issued, Shares, Issued for Cash | ' | 300,000 | 3,000,000 |
Development Stage Entities, Stock Issued, Value, Issued for Cash | ' | $12,000 | $3,000 |
Treasury Stock, Shares, Retired | 2,450,000 | ' | ' |