Duesenberg (DUSYF) 10-Q 11 Jun 20 2020 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Apr. 30, 2020	Jun. 11, 2020
Details
Registrant CIK	0001551887
Fiscal Year End	--10-31
Registrant Name	VGRAB COMMUNICATIONS INC.
SEC Form	10-Q
Period End date	Apr. 30, 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	Q2
Document Quarterly Report	true
Document Transition Report	false

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Apr. 30, 2020	Oct. 31, 2019
Current assets
Cash	$ 13,729	$ 19,806
GST recoverable	866	827
Prepaids and deposits	9,337	27,920
Total current assets	23,932	48,553
Equipment	2,143	4,559
Total assets	26,075	53,112
Current liabilities
Accounts payable	52,061	43,520
Accrued liabilities	2,331	19,380
Due to related parties	799,796	594,177
Total current liabilities	854,188	657,077
Long-term debt	62,643	64,259
Total liabilities	916,831	721,336
Stockholders' deficit
Common stock, no par value, unlimited number authorized, 42,112,717 and 35,513,838 issued and outstanding at April 30, 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	72,351	46,339
Deficit	(7,512,708)	(7,264,164)
Total stockholders' deficit	(890,756)	(668,224)
Total liabilities and stockholders' deficit	$ 26,075	$ 53,112

CONSOLIDATED BALANCE SHEETS - P

CONSOLIDATED BALANCE SHEETS - Parenthetical - $ / shares	Apr. 30, 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		6 Months Ended
	Apr. 30, 2020	Apr. 30, 2019	Apr. 30, 2020	Apr. 30, 2019
Operating expenses
Accounting	$ 5,201	$ 1,602	$ 4,928	$ 3,856
Amortization	1,166	1,198	2,371	2,559
General and administrative expenses	11,664	12,415	24,214	25,521
Management fees	6,000	0	12,000	0
Professional fees	1,989	1,561	3,715	5,386
Regulatory and filing	3,957	5,270	11,499	12,230
Salaries and wages	80,691	85,825	152,649	167,358
Software development costs	0	0	0	230
Travel and entertainment	5,141	5,898	8,907	15,160
Total operating expenses	(115,809)	(113,769)	(220,283)	(232,300)
Other items
Gain (loss) on foreign exchange	2,896	0	56	0
Impairment of deposits	0	0	(22,801)	0
Interest expense	(2,996)	(2,395)	(5,516)	(4,243)
Net loss	(115,909)	(116,164)	(248,544)	(236,543)
Translation to reporting currency	33,675	7,056	26,012	1,061
Comprehensive loss	$ (82,234)	$ (109,108)	$ (222,532)	$ (235,482)
Loss per share - basic and diluted	$ 0	$ 0	$ (0.01)	$ (0.01)
Weighted average number of shares outstanding:	42,112,717	35,013,838	39,658,563	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	1,061	0	1,061
Net loss	$ 0	0	0	0	(236,543)	(236,543)
Equity Balance, Shares at Apr. 30, 2019	35,513,838
Equity Balance at Apr. 30, 2019	$ 5,358,377	0	123,093	51,489	(6,659,451)	(1,126,492)
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	(5,150)	0	(5,150)
Net loss	$ 0	0	0	0	(604,713)	(604,713)
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	26,012	0	26,012
Net loss	$ 0	0	0	0	(248,544)	(248,544)
Equity Balance, Shares at Apr. 30, 2020	42,112,717
Equity Balance at Apr. 30, 2020	$ 6,316,592	$ 0	$ 233,009	$ 72,351	$ (7,512,708)	$ (890,756)

CONSOLIDATED STATEMENT OF CASH

CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($)	6 Months Ended
	Apr. 30, 2020	Apr. 30, 2019
Cash flow used in operating activities
Net income (loss)	$ (248,544)	$ (236,543)
Adjustments to reconcile net loss to net cash used in operating activities
Accrued interest on payables	5,516	4,243
Amortization	2,371	2,559
Foreign exchange	(1,099)	(1,602)
Impairment of deposits	22,801	0
Changes in operating assets and liabilities
GST recoverable:	(88)	(167)
Prepaids:	(4,500)	(6,171)
Accounts payable and accrued liabilities:	(5,692)	(484)
Due to related parties:	27,859	19,172
Accrued salaries due to related parties	108,247	108,929
Net cash used in operating activities	(93,129)	(110,064)
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	87,432	111,379
Net cash provided by financing activities	87,432	111,379
Effect of exchange rate changes on cash	(380)	(196)
Net decrease in cash	(6,077)	(4,396)
Cash, beginning	19,806	17,964
Cash, ending	$ 13,729	$ 13,568

Organization and Basis of Prese

Organization and Basis of Presentation	6 Months Ended
	Apr. 30, 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 condensed 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 condensed 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 condensed consolidated financial statements of the Company 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 and six months ended April 30, 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 condensed 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 condensed 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	6 Months Ended
	Apr. 30, 2020
Notes
Summary of Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The unaudited interim condensed 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	6 Months Ended
	Apr. 30, 2020
Notes
Related Party Transactions Disclosure	NOTE 3 - RELATED PARTY TRANSACTIONS The following amounts were due to related parties as at: April 30, 2020 October 31, 2019 Due to a major shareholder for payments made on behalf of the Company (a) $ 1,286 $ 1,302 Notes payable to a major shareholder (b) 222,623 138,529 Due to the Chief Executive Officer (“CEO”) and Director of the Company (a) 335,311 269,381 Due to the Chief Financial Officer (“CFO”) and Director of the Company (a) 228,576 184,965 Due to a Director of the Company (a) 12,000 - Total due to related parties $ 799,796 $ 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 six-month period ended April 30, 2020, the Company recorded $3,609 (2019 - $4,243) in interest expense associated with its liabilities under the notes payable issued to the major shareholder. During the six-month period ended April 30, 2020, the Company received $92,399 (2019 - $145,471) 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 - $34,092) 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 six-month period ended April 30, 2020, the Company incurred $60,137 (2019 - $ 60,516) in wages and salaries to Mr. Lim Hun Beng, the Company’s CEO, President, and director. In addition, the Company incurred $14,456 (2019 - $14,547) in reimbursable expenses with Mr. Lim. During the six-month period ended April 30, 2020, the Company incurred $48,110 (2019 - $ 48,413) in wages and salaries to Mr. Liong Fook Weng, the Company’s CFO, and director. In addition, the Company incurred $1,403 (2019 - $ 3,141) in reimbursable expenses with Mr. Liong. During the six-month period ended April 30, 2020, the Company incurred $12,000 (2019 - $Nil) in management fees to its director, Mr. Ong See-Ming.

Equipment Disclosure

Equipment Disclosure	6 Months Ended
	Apr. 30, 2020
Notes
Equipment Disclosure	NOTE 4 - EQUIPMENT Changes in the net book value of the equipment at April 30, 2020 and at October 31, 2019 are as follows: April 30, 2020 October 31, 2019 Book value, beginning of the period $ 4,559 $ 3,931 Changes during the period - 5,515 Amortization (2,371) (4,901) Foreign exchange (45) 14 Book value, end of the period $ 2,143 $ 4,559

Long-Term Debt Disclosure

Long-Term Debt Disclosure	6 Months Ended
	Apr. 30, 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 CAD$83,309 the Company owed to the vendor. The deferred amount accrues interest at 6% per annuum compounded monthly and is payable on or after August 31, 2021 (as amended subsequent to April 30, 2020). During the six-month period ended April 30, 2020, the Company accrued $1,907 in interest on the long-term debt (2019 - $Nil). As at April 30, 2020, the Company owed a total of $62,643 under its long-term debt obligation to the vendor (2019 - $64,259).

Common Stock Disclosure

Common Stock Disclosure	6 Months Ended
	Apr. 30, 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 Loss/(gain) 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)	6 Months Ended
	Apr. 30, 2020
Policies
Principles of Consolidation Policy	Principles of Consolidation The unaudited interim condensed 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)	6 Months Ended
	Apr. 30, 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)	6 Months Ended
	Apr. 30, 2020
Tables/Schedules
Schedule of Amounts Due to Related Parties	April 30, 2020 October 31, 2019 Due to a major shareholder for payments made on behalf of the Company (a) $ 1,286 $ 1,302 Notes payable to a major shareholder (b) 222,623 138,529 Due to the Chief Executive Officer (“CEO”) and Director of the Company (a) 335,311 269,381 Due to the Chief Financial Officer (“CFO”) and Director of the Company (a) 228,576 184,965 Due to a Director of the Company (a) 12,000 - Total due to related parties $ 799,796 $ 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)	6 Months Ended
	Apr. 30, 2020
Tables/Schedules
Changes in Book Value of Equipment	April 30, 2020 October 31, 2019 Book value, beginning of the period $ 4,559 $ 3,931 Changes during the period - 5,515 Amortization (2,371) (4,901) Foreign exchange (45) 14 Book value, end of the period $ 2,143 $ 4,559

Common Stock Disclosure_ Schedu

Common Stock Disclosure: Schedule of Debt Conversions (Tables)	6 Months Ended
	Apr. 30, 2020
Tables/Schedules
Schedule of Debt Conversions	Description Amount converted Number of shares issued (2) Fair market value of shares Loss/(gain) 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 (Details) - USD ($)	3 Months Ended			6 Months Ended
	Apr. 30, 2020	Oct. 31, 2019	Apr. 30, 2019	Apr. 30, 2020	Apr. 30, 2019
Interest expense	$ 2,996		$ 2,395	$ 5,516	$ 4,243
Amount of debt converted, principal and accrued interest		$ 923,798
Common stock issued for convertible debt				6,465,546
Management fees	$ 6,000		$ 0	$ 12,000	0
Notes payable to a major shareholder
Interest expense				3,609	4,243
Hampshire Avenue
Proceeds from Notes payable				92,399	145,471
Repayment of loans				$ 4,967	34,092
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				$ 60,137	60,516
Reimbursable expense incurred				14,456	14,547
Due to CFO and Director
Wages and Salary, for officers				48,110	48,413
Reimbursable expense incurred				1,403	$ 3,141
Due to a Director
Management fees				$ 12,000

Equipment Disclosure_ Changes_2

Equipment Disclosure: Changes in Book Value of Equipment (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Apr. 30, 2020	Apr. 30, 2019	Apr. 30, 2020	Apr. 30, 2019	Oct. 31, 2019	Oct. 31, 2018
Details
Changes in equipment during the period					$ 5,515
Amortization	$ 1,166	$ 1,198	$ 2,371	$ 2,559	4,901
Foreign exchange effect on equipment			(45)		14
Equipment, net	$ 2,143		$ 2,143		$ 4,559	$ 3,931

Long-Term Debt Disclosure (Deta

Long-Term Debt Disclosure (Details) - USD ($)	Apr. 30, 2020	Oct. 31, 2019
Details
Long-term debt, accrued interest rate per annum, compounded monthly	6.00%
Interest accrued, long-term debt	$ 1,907
Long-term debt obligation to a vendor	$ 62,643	$ 64,259

Common Stock Disclosure (Detail

Common Stock Disclosure (Details) - USD ($)	3 Months Ended	6 Months Ended
	Oct. 31, 2019	Apr. 30, 2020	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	6 Months Ended
	Oct. 31, 2019	Apr. 30, 2020
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)