Duesenberg (DUSYF) 10-Q 16 Mar 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Jan. 31, 2020	Mar. 16, 2020
Details
Registrant CIK	0001551887
Fiscal Year End	--10-31
Registrant Name	VGRAB COMMUNICATIONS INC.
SEC Form	10-Q
Period End date	Jan. 31, 2020
Tax Identification Number (TIN)	99-0364150
Number of common stock shares outstanding		42,112,717
Filer Category	Non-accelerated Filer
Current with reporting	Yes
Interactive Data Current	Yes
Shell Company	false
Small Business	true
Emerging Growth Company	false
Entity File Number	000-54800
Entity Incorporation, State or Country Code	A1
Entity Address, Address Line One	820-1130 West Pender Street
Entity Address, City or Town	Vancouver
Entity Address, State or Province	BC
Entity Address, Postal Zip Code	V6E 4A4
City Area Code	604
Local Phone Number	648-0510
Amendment Flag	false
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Document Quarterly Report	true
Document Transition Report	false

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jan. 31, 2020	Oct. 31, 2019
Current assets
Cash	$ 13,618	$ 19,806
GST recoverable	1,132	827
Prepaids and deposits	1,571	27,920
Total current assets	16,321	48,553
Equipment	3,436	4,559
Total assets	19,757	53,112
Current liabilities
Accounts payable	49,911	43,520
Accrued liabilities	2,819	19,380
Due to related parties	709,872	594,177
Advances payable	754	0
Total current liabilities	763,356	657,077
Long-term debt	64,923	64,259
Total liabilities	828,279	721,336
Stockholders' deficit
Common stock, no par value, unlimited number authorized,42,112,717 and 35,513,838 issued and outstanding atJanuary 31, 2020 and October 31, 2019, respectively	6,316,592	5,358,377
Additional paid-in capital	233,009	233,009
Obligation to issue shares	0	958,215
Accumulated other comprehensive income	38,676	46,339
Deficit	(7,396,799)	(7,264,164)
Total stockholders' deficit	(808,522)	(668,224)
Total liabilities and stockholders' deficit	$ 19,757	$ 53,112

CONSOLIDATED BALANCE SHEETS - P

CONSOLIDATED BALANCE SHEETS - Parenthetical - $ / shares	Jan. 31, 2020	Oct. 31, 2019
Details
Common Stock, Par or Stated Value Per Share	$ 0	$ 0
Common Stock, Shares, Issued	42,112,717	35,513,838
Common Stock, Shares, Outstanding	42,112,717	35,513,838

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Operating expenses
Accounting	$ (273)	$ 2,254
Amortization	1,205	1,361
General and administrative expenses	12,550	13,106
Management fees	6,000	0
Professional fees	1,726	3,825
Regulatory and filing	7,542	6,960
Salaries and wages	71,958	81,533
Software development costs	0	230
Travel and entertainment	3,766	9,262
Total operating expenses	(104,474)	(118,531)
Other items
Gain (loss) on foreign exchange	(2,840)	0
Impairment of deposits	(22,801)	0
Interest expense	(2,520)	(1,848)
Net loss	(132,635)	(120,379)
Translation to reporting currency	(7,663)	(5,995)
Comprehensive loss	$ (140,298)	$ (126,374)
Loss per share - basic and diluted	$ 0	$ 0
Weighted average number of shares outstanding:	37,257,760	35,513,838

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($)	Common Stock	Obligation to Issue Shares	Additional Paid-in Capital	AOCI Attributable to Parent	Retained Earnings	Total
Equity Balance at Oct. 31, 2018	$ 5,358,377	$ 0	$ 123,093	$ 50,428	$ (6,422,908)	$ (891,010)
Equity Balance, Shares at Oct. 31, 2018	35,513,838
Translation to reporting currency	$ 0	0	0	(5,995)	0	(5,995)
Net loss	$ 0	0	0	0	(120,379)	(120,379)
Equity Balance, Shares at Jan. 31, 2019	35,513,838
Equity Balance at Jan. 31, 2019	$ 5,358,377	0	123,093	44,433	(6,543,287)	(1,017,384)
Stock issuance for services, value	0	29,333	0	0	0	29,333
Stock issuance for debt, value	0	928,882	109,916	0	0	1,038,798
Translation to reporting currency	0	0	0	1,906	0	1,906
Net loss	$ 0	0	0	0	(720,877)	(720,877)
Equity Balance, Shares at Oct. 31, 2019	35,513,838
Equity Balance at Oct. 31, 2019	$ 5,358,377	958,215	233,009	46,339	(7,264,164)	(668,224)
Stock issuance for services, value	29,333	(29,333)	0	0	0	0
Stock issuance for debt, value	$ 928,882	(928,882)	0	0	0	0
Stock issuance for services, shares	133,333
Stock issuance for debt, shares	6,465,546
Translation to reporting currency	$ 0	0	0	(7,663)	0	(7,663)
Net loss	$ 0	0	0	0	(132,635)	(132,635)
Equity Balance, Shares at Jan. 31, 2020	42,112,717
Equity Balance at Jan. 31, 2020	$ 6,316,592	$ 0	$ 233,009	$ 38,676	$ (7,396,799)	$ (808,522)

CONSOLIDATED STATEMENT OF CASH

CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2020	Jan. 31, 2019	Oct. 31, 2019
Cash flow used in in operating activities
Net loss	$ (132,635)	$ (120,379)	$ (720,877)
Adjustments to reconcile net loss to net cash used in operating activities
Accrued interest on payables	2,520	1,848
Amortization	1,205	1,361
Foreign exchange	10,549	556
Impairment of deposits	22,801	0
Changes in operating assets and liabilities
GST recoverable:	(310)	(106)
Prepaids:	3,748	(9,560)
Accounts payable and accrued liabilities:	(9,966)	(3,046)
Due to related parties:	19,084	12,008
Accrued salaries due to related parties	41,344	54,027
Net cash used in operating activities	(41,660)	(63,291)
Cash flows used in investing activities
Purchase of equipment	0	(5,515)
Net cash used in investing activities	0	(5,515)
Cash flows provided by financing activities
Loans payable to related party	34,647	60,459
Proceeds from advances	754	0
Net cash provided by financing activities	35,401	60,459
Effect of exchange rate changes on cash	71	180
Net decrease in cash	(6,188)	(8,167)
Cash, beginning	19,806	17,964	9,797
Cash, ending	$ 13,618	$ 9,797	$ 19,806

Organization and Basis of Prese

Organization and Basis of Presentation	3 Months Ended
	Jan. 31, 2020
Notes
Organization and Basis of Presentation	NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION Nature of Operations On January 8, 2015, the Company entered into a software purchase agreement with Hampshire Capital Limited (the “Vendor”) to acquire the Vgrab Software Application (“Vgrab Application”). The Vgrab Application is developed for use with smartphones using the Android and Apple iOS operating systems allowing users to redeem vouchers on their smartphones at a number of retailers and merchants. Following the acquisition of the Vgrab Application, the Company developed Vgrab Smart Systems (“SMART Systems”), which integrate leading-edge information technologies with existing or new products and processes across multiple operating platforms, and developed a prototype vending machine with SMART Systems at its core. As of the date of these consolidated financial statements, the Company has the following subsidiaries: Name Incorporation Incorporation Date Vgrab International Ltd. Labuan Companies Act 1990, Federal Territory of Labuan, Malaysia June 24, 2015 Vgrab Communications Malaysia Sdn Bhd Malaysia Companies Act 2016 May 17, 2018 VGrab Asia Limited Companies Ordinance, Chapter 622 of the Laws of Hong Kong February 18, 2019 Basis of Presentation The unaudited interim consolidated financial statements of the Company are presented in United States dollars and have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). They do not include all information and footnotes required by GAAP for complete financial statements. Except as disclosed herein, there have been no material changes in the information disclosed in the notes to the consolidated financial statements for the year ended October 31, 2019, included in the Company’s Annual Report on Form 10-K, filed with the SEC on January 29, 2020. The unaudited interim consolidated financial statements should be read in conjunction with those financial statements for the year ended October 31, 2019, included in the Company’s Annual Report on Form 10-K. In the opinion of management, all adjustments considered necessary for fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three-month period ended January 31, 2020, are not necessarily indicative of the results that may be expected for the year ending October 31, 2020. Going Concern The accompanying unaudited interim consolidated financial statements have been prepared assuming the Company will continue as a going concern. Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty and raises substantial doubt that the Company will be able to continue as a going concern. These unaudited interim consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by borrowing funds from its directors and officers, issuing promissory notes and/or a private placement of common stock.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Jan. 31, 2020
Notes
Summary of Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The unaudited interim consolidated financial statements include the accounts of the Company and its subsidiaries. On consolidation, all intercompany balances and transactions are eliminated.

Related Party Transactions Disc

Related Party Transactions Disclosure	3 Months Ended
	Jan. 31, 2020
Notes
Related Party Transactions Disclosure	NOTE 3 - RELATED PARTY TRANSACTIONS The following amounts were due to related parties as at: January 31, 2020 October 31, 2019 Due to a major shareholder for payments made on behalf of the Company (a) $ 1,314 $ 1,302 Notes payable to a major shareholder (b) 177,770 138,529 Due to the Chief Executive Officer (“CEO”) and Director of the Company (a) 311,570 269,381 Due to the Chief Financial Officer (“CFO”) and Director of the Company (a) 213,218 184,965 Due to a Director of the Company (a) 6,000 - Total due to related parties $ 709,872 $ 594,177 (a) Amounts are unsecured, due on demand and bear no interest. (b) Amounts are unsecured, due on demand and bear interest at 4% per annum. During the three-month period ended January 31, 2020, the Company recorded $1,550 (2019 - $1,848) in interest expense associated with its liabilities under the notes payable issued to the major shareholder. During the three-month period ended January 31, 2020, the Company received $39,614 (2019 - $86,774) in exchange for the notes payable to Hampshire Avenue SDN BHD (“Hampshire Avenue”), a parent company of Hampshire Capital Limited and Hampshire Infotech SDN BHD. The loans bear interest at 4% per annum, are unsecured and payable on demand. During the same period the Company repaid $4,967 (2019 - $21,761) in loans advanced from Hampshire Avenue. During the fourth quarter of the Company’s Fiscal 2019, Hampshire Avenue agreed to convert a total of $263,798, consisting of principal amount of $258,244 and interest accrued of $5,554 into 1,465,546 shares of the Company’s common stock at $0.18 per share (Note 6). These shares were issued on January 8, 2020. During the three-month period ended January 31, 2020, the Company incurred $30,238 (2019 - $30,015) in wages and salaries to Mr. Lim Hun Beng, the Company’s CEO, President and director. In addition, the Company incurred $7,269 (2019 - $7,215) in reimbursable expenses with Mr. Lim. During the three-month period ended January 31, 2020, the Company incurred $24,190 (2019 - $24,012) in wages and salaries to Mr. Liong Fook Weng, the Company’s CFO and director. In addition, the Company incurred $843 (2019 - $1,168) in reimbursable expenses with Mr. Liong. During the three-month period ended January 31, 2020, the Company incurred $6,000 (2019 - $Nil) in management fees to its director, Mr. Ong See-Ming.

Equipment Disclosure

Equipment Disclosure	3 Months Ended
	Jan. 31, 2020
Notes
Equipment Disclosure	NOTE 4 - EQUIPMENT Changes in the net book value of the equipment at January 31, 2020 and at October 31, 2019 are as follows: January 31, 2020 October 31, 2019 Book value, beginning of the period $ 4,559 $ 3,931 Changes during the period - 5,515 Amortization (1,205) (1,361) Foreign exchange 82 14 Book value, end of the period $ 3,436 $ 4,559

Long-Term Debt Disclosure

Long-Term Debt Disclosure	3 Months Ended
	Jan. 31, 2020
Notes
Long-Term Debt Disclosure	NOTE 5 - LONG-TERM DEBT On July 31, 2019, one of the vendors of the Company agreed to defer repayment of the amounts owed to the vendor on the following terms: July 31, 2019 Amount deferred $ CAD$83,309 Date of repayment December 31, 2020 Annual interest rate compounded monthly 6% During the three-month period ended January 31, 2020, the Company accrued $970 in interest on the long-term debt (2019 - $Nil). As at January 31, 2020, the Company owed a total of $64,923 under its long-term debt obligation to the vendor (2019 - $64,259).

Common Stock Disclosure

Common Stock Disclosure	3 Months Ended
	Jan. 31, 2020
Notes
Common Stock Disclosure	NOTE 6 - COMMON STOCK On October 31, 2019, the Company’s board of directors resolved to grant 133,333 shares of its common stock to Mr. Ong See-Ming for services provided to the Company. The fair value of these shares was calculated to be $29,333, and was recorded as management fees for the year ended October 31, 2019. The shares were issued on November 4, 2019. During the Company’s fourth fiscal quarter of 2019, the Company’s debt holders agreed to convert a total of $923,798, representing a part or all of the debt owed to them by the Company into shares of the Company’s common stock. The conversion of debt to shares was as follows: Description Amount converted Number of shares issued (2) Fair market value of shares Gain/(loss) on conversion of debt Shares to be issued for non-interest bearing loan $100,000 1,000,000 $205,000 $(105,000) Shares to be issued for services 560,000 4,000,000 570,000 (10,000) Shares to be issued for advances with related party (Note 3) (1) 263,798 1,465,546 153,882 109,916 Total $923,798 6,465,546 $928,882 ($5,084) (1) The gain on conversion of debt to shares with related party was recorded as part of additional paid-in capital for the year ended October 31, 2019. The $115,000 loss on conversion of third-party debt was recorded during the year ended October 31, 2019. (2) The above shares were issued on January 8, 2020.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies: Principles of Consolidation Policy (Policies)	3 Months Ended
	Jan. 31, 2020
Policies
Principles of Consolidation Policy	Principles of Consolidation The unaudited interim consolidated financial statements include the accounts of the Company and its subsidiaries. On consolidation, all intercompany balances and transactions are eliminated.

Organization and Basis of Pre_2

Organization and Basis of Presentation: Scedule of Subsidiaries Owned (Tables)	3 Months Ended
	Jan. 31, 2020
Tables/Schedules
Scedule of Subsidiaries Owned	Name Incorporation Incorporation Date Vgrab International Ltd. Labuan Companies Act 1990, Federal Territory of Labuan, Malaysia June 24, 2015 Vgrab Communications Malaysia Sdn Bhd Malaysia Companies Act 2016 May 17, 2018 VGrab Asia Limited Companies Ordinance, Chapter 622 of the Laws of Hong Kong February 18, 2019

Related Party Transactions Di_2

Related Party Transactions Disclosure: Schedule of Amounts Due to Related Parties (Tables)	3 Months Ended
	Jan. 31, 2020
Tables/Schedules
Schedule of Amounts Due to Related Parties	January 31, 2020 October 31, 2019 Due to a major shareholder for payments made on behalf of the Company (a) $ 1,314 $ 1,302 Notes payable to a major shareholder (b) 177,770 138,529 Due to the Chief Executive Officer (“CEO”) and Director of the Company (a) 311,570 269,381 Due to the Chief Financial Officer (“CFO”) and Director of the Company (a) 213,218 184,965 Due to a Director of the Company (a) 6,000 - Total due to related parties $ 709,872 $ 594,177 (a) Amounts are unsecured, due on demand and bear no interest. (b) Amounts are unsecured, due on demand and bear interest at 4% per annum.

Equipment Disclosure_ Changes i

Equipment Disclosure: Changes in Book Value of Equipment (Tables)	3 Months Ended
	Jan. 31, 2020
Tables/Schedules
Changes in Book Value of Equipment	January 31, 2020 October 31, 2019 Book value, beginning of the period $ 4,559 $ 3,931 Changes during the period - 5,515 Amortization (1,205) (1,361) Foreign exchange 82 14 Book value, end of the period $ 3,436 $ 4,559

Long-Term Debt Disclosure_ Defe

Long-Term Debt Disclosure: Deferment of Payments Owed to the Vendor (Tables)	3 Months Ended
	Jan. 31, 2020
Tables/Schedules
Deferment of Payments Owed to the Vendor	July 31, 2019 Amount deferred $ CAD$83,309 Date of repayment December 31, 2020 Annual interest rate compounded monthly 6%

Common Stock Disclosure_ Schedu

Common Stock Disclosure: Schedule of Debt Conversions (Tables)	3 Months Ended
	Jan. 31, 2020
Tables/Schedules
Schedule of Debt Conversions	Description Amount converted Number of shares issued (2) Fair market value of shares Gain/(loss) on conversion of debt Shares to be issued for non-interest bearing loan $100,000 1,000,000 $205,000 $(105,000) Shares to be issued for services 560,000 4,000,000 570,000 (10,000) Shares to be issued for advances with related party (Note 3) (1) 263,798 1,465,546 153,882 109,916 Total $923,798 6,465,546 $928,882 ($5,084)

Related Party Transactions Di_3

Related Party Transactions Disclosure: Schedule of Amounts Due to Related Parties (Details) - USD ($)	Jan. 31, 2020	Oct. 31, 2019
Due to related parties	$ 709,872	$ 594,177
Due to a major shareholder for payments made on behalf of the Company
Due to related parties	1,314	1,302
Notes payable to a major shareholder
Due to related parties	177,770	138,529
Due to CEO and Director
Due to related parties	311,570	269,381
Due to CFO and Director
Due to related parties	213,218	184,965
Due to a Director
Due to related parties	$ 6,000	$ 0

Related Party Transactions Di_4

Related Party Transactions Disclosure (Details) - USD ($)	3 Months Ended
	Jan. 31, 2020	Oct. 31, 2019	Jan. 31, 2019
Interest expense	$ 2,520		$ 1,848
Amount of debt converted, principal and accrued interest		$ 923,798
Common stock issued for convertible debt	6,465,546
Management fees	$ 6,000		0
Notes payable to a major shareholder
Interest expense	1,550		1,848
Hampshire Avenue
Proceeds from Notes payable	39,614		86,774
Repayment of loans	$ 4,967		21,761
Amount of debt converted, principal and accrued interest		$ 263,798
Common stock issued for convertible debt	1,465,546
Due to CEO and Director
Wages and Salary, for officers	$ 30,238		30,015
Reimbursable expense incurred	7,269		7,215
Due to CFO and Director
Wages and Salary, for officers	24,190		24,012
Reimbursable expense incurred	843		$ 1,168
Due to a Director
Management fees	$ 6,000

Equipment Disclosure_ Changes_2

Equipment Disclosure: Changes in Book Value of Equipment (Details) - USD ($)	3 Months Ended
	Jan. 31, 2020	Jan. 31, 2019	Oct. 31, 2019	Oct. 31, 2018
Details
Changes in equipment during the period		$ 5,515
Amortization	$ 1,205	1,361
Foreign exchange effect on equipment	82	$ 14
Equipment, net	$ 3,436		$ 4,559	$ 3,931

Long-Term Debt Disclosure_ De_2

Long-Term Debt Disclosure: Deferment of Payments Owed to the Vendor (Details)	Jan. 31, 2020
Details
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate	6.00%

Long-Term Debt Disclosure (Deta

Long-Term Debt Disclosure (Details) - USD ($)	Jan. 31, 2020	Oct. 31, 2019
Details
Interest accrued, long-term debt	$ 970
Long-term debt obligation to a vendor	$ 64,923	$ 64,259

Common Stock Disclosure (Detail

Common Stock Disclosure (Details) - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2020	Oct. 31, 2019	Oct. 31, 2019
Stock issuance for services, value	$ 0		$ 29,333
Amount of debt converted, principal and accrued interest		$ 923,798
To Company Director for services
Stock issuance for services, shares	133,333
Stock issuance for services, value			$ 29,333

Common Stock Disclosure_ Sche_2

Common Stock Disclosure: Schedule of Debt Conversions (Details) - USD ($)	3 Months Ended
	Jan. 31, 2020	Oct. 31, 2019
Amount of debt converted, principal and accrued interest		$ 923,798
Common stock issued for convertible debt	6,465,546
For non-interest bearing loan
Amount of debt converted, principal and accrued interest		100,000
Common stock issued for convertible debt	1,000,000
Fair market value of shares issued for debt conversion		205,000
Gain (loss) on debt conversion		(105,000)
For amounts indebted to services rendered
Amount of debt converted, principal and accrued interest		560,000
Common stock issued for convertible debt	4,000,000
Fair market value of shares issued for debt conversion		570,000
Gain (loss) on debt conversion		(10,000)
Hampshire Avenue
Amount of debt converted, principal and accrued interest		263,798
Common stock issued for convertible debt	1,465,546
Fair market value of shares issued for debt conversion		153,882
Gain (loss) on debt conversion		$ 109,916