Rapid Therapeutic Science Laboratories (RTSL) 10-Q 14 Feb 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - $ / shares	Feb. 14, 2019	Dec. 31, 2018
Details
Registrant Name		Holly Brothers Pictures, Inc.
Registrant CIK		1,575,659
SEC Form		10-Q
Period End date		Dec. 31, 2018
Fiscal Year End		--03-31
Trading Symbol		minr
Number of common stock shares outstanding	1,204,000
Filer Category		Non-accelerated Filer
Current with reporting		No
Small Business		true
Emerging Growth Company		true
Ex Transition Period		false
Amendment Flag		false
Document Fiscal Year Focus		2,019
Document Fiscal Period Focus		Q3
Entity Listing, Par Value Per Share	$ 0.001

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Current assets:
Cash and cash equivalents	$ 8,799	$ 12,297
Prepaid insurance	0	10,184
Total current assets	8,799	22,481
Property and equipment:
Computers, equipment and software	186,579	186,579
Accumulated depreciation and impairment	(186,579)	(186,579)
Net property and equipment	0	0
Other assets:
Internally-generated Bitcoin	0	3,761
Total other assets	0	3,761
Total assets	8,799	26,242
Current liabilities:
Accounts payable - other	21,852	11,550
Accounts payable - related party	0	3,400
Notes payable - related party	737,535	645,335
Accrued interest payable	163,338	28,609
Total current liabilities	922,725	688,894
Other liabilities:
Convertible notes payable - related party	2,200,000	2,200,000
Total liabilities	3,122,725	2,888,894
Stockholders' equity (deficit):
Common stock, $0.001 par value per share, 200,000,000 shares authorized, 1,204,000 shares issued and outstanding	1,204	1,204
Additional paid in capital	133,727	101,477
Accumulated deficit	(2,911,518)	(2,627,994)
Treasury stock	(337,339)	(337,339)
Total stockholders' equity (deficit)	(3,113,926)	(2,862,652)
Total liabilities and stockholders' equity (deficit)	$ 8,799	$ 26,242

Consolidated Balance Sheets - P

Consolidated Balance Sheets - Parenthetical - $ / shares	Dec. 31, 2018	Mar. 31, 2018
Details
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares, Issued	1,204,000	1,204,000
Common Stock, Shares, Outstanding	1,204,000	1,204,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2018	Dec. 31, 2017
Details
Revenues	$ 0	$ 0	$ 0	$ 0
Operating expenses:
General and administrative	34,025	5,399	150,175	16,713
Total operating expenses	34,025	5,399	150,175	16,713
Other income (expense):
Interest expense	(45,752)	0	(134,729)	0
Gain on sale of Bitcoin	1,380	0	1,380	0
Total other income (expense)	(44,372)	0	(133,349)	0
Net (loss)	$ (78,397)	$ (5,399)	$ (283,524)	$ (16,713)
Net loss per share, basic and diluted	$ (0.06)	$ 0	$ (0.24)	$ (0.01)
Weighted average shares outstanding, basic and diluted	1,204,000	2,733,613	1,204,000	2,717,900

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cash flows from operating activities:
Net (loss)	$ (283,524)	$ (16,713)
Adjustments to reconcile net loss to net cash provided by (used in) operations
Stock compensation expense	32,250	0
Accounts payable	6,902	(300)
Changes in other operating assets and liabilities	148,674	0
Net cash flows from operating activities	(95,698)	(17,013)
Cash flows from financing activities:
Issuance of notes payable to related parties	92,200	15,000
Net cash flows from financing activities	92,200	15,000
Net increase (decrease) in cash and cash equivalents	(3,498)	(2,013)
Cash and cash equivalents at beginning of period	12,297	7,395
Cash and cash equivalents at end of period	8,799	5,382
Supplemental cash flow data:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
Non-Cash financing activities
Stock issued to settle notes payable	$ 0	$ 45,000

Condensed Interim Financial Sta

Condensed Interim Financial Statements	9 Months Ended
	Dec. 31, 2018
Notes
Condensed Interim Financial Statements	(1) Condensed Interim Financial Statements The Company Interim Financial Information

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Dec. 31, 2018
Notes
Summary of Significant Accounting Policies	(2) Summary of Significant Accounting Policies Basis of Accounting Cash and Cash Equivalents Earnings per Share The Company has not issued any options or warrants or similar securities since inception. Revenue recognition The Company records revenue when it is realizable and earned and the services have been rendered to the customers. Based on such criteria, the Company has not recorded any revenues from Inception on February 22, 2013 through December 31, 2018. Bitcoin Income Taxes Use of Estimates Recently Issued Accounting Pronouncements

Going Concern Disclosure

Going Concern Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Going Concern Disclosure	(3) Going Concern The Company's consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has not generated any revenues and has suffered recurring losses totaling $2,911,518 since inception. In order to obtain the necessary capital, the Company is seeking equity and/or debt financing. There are no assurances that the Company will be successful, without sufficient financing it would be unlikely for the Company to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from the outcome of this uncertainty.

Acquisition of Power Blockchain

Acquisition of Power Blockchain Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Acquisition of Power Blockchain Disclosure	(4) Acquisition of Power Blockchain Effective February 1, 2018, the Company acquired 100% of the equity interests in Power Blockchain through an exchange agreement between the Company and the two owners of Power Blockchain. Pursuant to the exchange agreement, the sole consideration in this transaction was the issuance by the Company of unsecured notes payable to the two owners of Power Blockchain in the amount of $2,200,000. Such notes payable were structured to: (i) mature five years from the date of issuance, (ii) accrue interest at the rate of 5% per annum, (iii) require repayment in four equal installments beginning on the second anniversary of issuance, and (iv) are convertible into the Company’s common stock at a conversion price of $0.13 per share, subject to certain limitations. We have accounted for the acquisition of Power Blockchain as a business combination, with the Company treated as the acquirer, in accordance with the provisions of ASC 805, Business Combinations. At the time of the transaction, Power Blockchain was a start-up venture with little or no identifiable assets or operations, therefore, we allocated the entire merger consideration in the amount of $2,200,000 to the category of Goodwill for accounting purposes. No pro forma financial information has been presented since Power Blockchain was a start-up venture. Due to unforeseen economic and market conditions that arose soon after the acquisition, the results of the Company’s initial bitcoin mining operations through the Power Blockchain entity should be considered inconclusive to date, with no revenues yet generated. As a result of these conditions, we determined that it was appropriate to recognize an impairment adjustment in the amount of $2,200,000, in order to reduce the carrying value of the Goodwill to zero as of March 31, 2018. Additionally, we recognized an impairment adjustment in the amount of $170,186 to reduce the carrying value of the property and equipment deployed in the bitcoin mining operations to zero as of March 31, 2018.

Stockholders' Equity Disclosure

Stockholders' Equity Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Stockholders' Equity Disclosure	(5) Stockholders’ Equity On January 25, 2018, in conjunction with the acquisition of Power Blockchain, the Company purchased a total of 2,661,172 shares of its common stock from the former management group for a negotiated payment in the amount of $(340,000), which has been accounted for as Treasury Stock. On January 29, 2018, also in conjunction with the acquisition of Power Blockchain, the Company issued a total of 1,000,000 shares of common stock, at a purchase price of $0.001 per share, to two new officers who were engaged to affect the transition to the business of bitcoin mining. These stock grants were structured so that they are fully vested over a three year period and are subject to buyback by the Company if either officer should leave the Company before then. We have valued the stock grants at an incremental amount of $129,000, based on the negotiated price of the simultaneously purchased treasury stock noted above (see Note 4), and are amortizing that amount as stock compensation expense over a period of three years (of that amount, $32,250 was amortized in the nine months ended December 31, 2018). Taking the above transactions into consideration, as well as the conversion of a $45,000 note payable into 155,172 shares of common stock in December 2017, the Company had a total of 1,204,000 shares of common stock issued and outstanding as of December 31, 2018. There have been no issuances of stock options or warrants. However, in March 2018, the Board approved the establishment of a new 2018 Stock Option Plan with an authorization for the issuance of up to 1,000,000 shares of common stock. The Plan is designed to provide for future discretionary grants of stock options, stock awards and stock unit awards to key employees and non-employee directors.

Notes Payable Disclosure

Notes Payable Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Notes Payable Disclosure	(6) Notes Payable As of December 31, 2018 and March 31, 2018, the Company had the following long-term debt obligations: December 31, March 31, 2018 2018 Promissory notes issued to former owners in acquisition of Power Blockchain, accruing interest at 5% per annum, principal repayments due in four equal installments on 2nd, 3rd, 4th and 5th anniversaries, convertible into common stock at $0.13 per share. $ 2,200,000 $ 2,200,000 Other short term notes issued to various affiliates of the former owners of Power Blockchain for acquisition of Treasury Stock, computers and equipment, and working capital financing, at stated interest rates of 10%. 737,535 645,335 Total long term debt 2,937,535 2,845,335 Current portion of long term debt (737,535) (645,335) Long term debt, net of current portion $ 2,200,000 $ 2,200,000 Future maturities of long-term debt as of December 31, 2018 are as follows: Year ending December 31, 2019 $ - Year ending December 31, 2020 550,000 Year ending December 31, 2021 550,000 Year ending December 31, 2022 550,000 Year ending December 31, 2023 550,000 $ 2,200,000 At the time of the Power Blockchain acquisition, Power Blockchain had outstanding unsecured notes payable to the two owners in the amount of $570,000, which were overdue and in default. Shortly thereafter, the Company entered into negotiations with the note holders in an attempt to settle these obligations. As a result of those efforts, a settlement agreement was reached in March 2018 to convert the notes payable into the right for the two note holders to receive periodic issuances of the Company’s common stock of up to approximately 3,000,000 shares each, that would be exempted from registration pursuant to Section 3(a)(10) of the Securities Act of 1933. The settlement agreement stipulated that the issuance of such shares shall occur in respective tranches such that the resulting number of shares owned by each holder would not exceed 4.99% of the Company’s then outstanding shares of common stock. To date, no such shares have been issued. Post-settlement, the Company has no further obligation to repay the notes, therefore, no accounting recognition was given to them in the purchase price allocation for the acquisition. No value has been given to the note holders’ rights to receive shares due to the wide range of possible variables that would need to be quantified in order to make such a valuation and the resulting inherent imprecision.

Related Party Transactions Disc

Related Party Transactions Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Related Party Transactions Disclosure	(7) Related Party Transactions The Company has entered into several transactions with various related parties to: (i) purchase shares of Treasury Stock from the former management team, (ii) issue new shares of common stock to officers, and (iii) to provide short-term borrowings for various purposes, as more fully described herein. The Company does not lease or rent any property. Office services are provided without charge by a director. Such costs are immaterial to the consolidated financial statements and, accordingly, have not been reflected therein. The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts.

Provision for Income Taxes

Provision for Income Taxes	9 Months Ended
	Dec. 31, 2018
Notes
Provision for Income Taxes	(8) Provision for Income Taxes As of December 31, 2018, the Company had net operating loss carry forwards of approximately $672,100, after taking certain non-deductible items into account, as compared to $420,800 at March 31, 2018, that may be available to reduce future years' taxable income. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. Net operating losses will begin to expire in 2038.

Operating Leases and Other Comm

Operating Leases and Other Commitments Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Operating Leases and Other Commitments Disclosure	(9) Operating Leases and Other Commitments The Company has no lease or other obligations.

Litigation Disclosure

Litigation Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Litigation Disclosure	(10) Litigation From time to time in the ordinary course of our business, we may be involved in legal proceedings, the outcomes of which may not be determinable. The results of litigation are inherently unpredictable. Any claims against us, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in diversion of significant resources. We are not able to estimate an aggregate amount or range of reasonably possible losses for those legal matters for which losses are not probable and estimable, primarily for the following reasons: (i) many of the relevant legal proceedings are in preliminary stages, and until such proceedings develop further, there is often uncertainty regarding the relevant facts and circumstances at issue and potential liability; and (ii) many of these proceedings involve matters of which the outcomes are inherently difficult to predict. We have insurance policies covering potential losses where such coverage is cost effective. We are not at this time involved in any legal proceedings.

Sale of Bitcoin, Disclosure

Sale of Bitcoin, Disclosure	9 Months Ended
	Dec. 31, 2018
Notes
Sale of Bitcoin, Disclosure	(11) Sale of Bitcoin In November 2018, the Company sold all of its internally-generated Bitcoin for a cash sales price of $5,140. In the three month and nine month periods ended December 31, 2018, the Company recognized a one-time gain on this sale in the amount of $1,380.

Subsequent Events

Subsequent Events	9 Months Ended
	Dec. 31, 2018
Notes
Subsequent Events	(12) Subsequent Events In the month of January 2019, the Company made additional short-term borrowings from a related party in the total amount of $3,500 on the same terms as the borrowings made through December 31, 2018. There have been no other reportable subsequent events that have occurred since December 31, 2018.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies: Basis of Accounting Policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Basis of Accounting Policy	Basis of Accounting

Summary of Significant Accoun_3

Summary of Significant Accounting Policies: Cash and Cash Equivalents Policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Cash and Cash Equivalents Policy	Cash and Cash Equivalents

Summary of Significant Accoun_4

Summary of Significant Accounting Policies: Earnings per share policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Earnings per share policy	Earnings per Share The Company has not issued any options or warrants or similar securities since inception.

Summary of Significant Accoun_5

Summary of Significant Accounting Policies: Revenue recognition policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Revenue recognition policy	Revenue recognition The Company records revenue when it is realizable and earned and the services have been rendered to the customers. Based on such criteria, the Company has not recorded any revenues from Inception on February 22, 2013 through December 31, 2018.

Summary of Significant Accoun_6

Summary of Significant Accounting Policies: Income taxes policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Income taxes policy	Income Taxes

Summary of Significant Accoun_7

Summary of Significant Accounting Policies: Use of Estimates policy (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Use of Estimates policy	Use of Estimates

Summary of Significant Accoun_8

Summary of Significant Accounting Policies: Recently Issued Accounting Pronouncements (Policies)	9 Months Ended
	Dec. 31, 2018
Policies
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements

Notes Payable Disclosure_ Sched

Notes Payable Disclosure: Schedule of long-term debt obligations (Tables)	9 Months Ended
	Dec. 31, 2018
Tables/Schedules
Schedule of long-term debt obligations	December 31, March 31, 2018 2018 Promissory notes issued to former owners in acquisition of Power Blockchain, accruing interest at 5% per annum, principal repayments due in four equal installments on 2nd, 3rd, 4th and 5th anniversaries, convertible into common stock at $0.13 per share. $ 2,200,000 $ 2,200,000 Other short term notes issued to various affiliates of the former owners of Power Blockchain for acquisition of Treasury Stock, computers and equipment, and working capital financing, at stated interest rates of 10%. 737,535 645,335 Total long term debt 2,937,535 2,845,335 Current portion of long term debt (737,535) (645,335) Long term debt, net of current portion $ 2,200,000 $ 2,200,000

Notes Payable Disclosure_ Futur

Notes Payable Disclosure: Future maturities of long-term debt (Tables)	9 Months Ended
	Dec. 31, 2018
Tables/Schedules
Future maturities of long-term debt	Year ending December 31, 2019 $ - Year ending December 31, 2020 550,000 Year ending December 31, 2021 550,000 Year ending December 31, 2022 550,000 Year ending December 31, 2023 550,000 $ 2,200,000

Going Concern Disclosure (Detai

Going Concern Disclosure (Details) - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Details
Accumulated deficit	$ 2,911,518	$ 2,627,994

Acquisition of Power Blockcha_2

Acquisition of Power Blockchain Disclosure (Details) - USD ($)	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2018	Feb. 01, 2018
Acquisition of equity interests in Power Blockchain LLC			100.00%
Convertible notes payable, non-current	$ 2,200,000	$ 2,200,000
Impairment on the carrying value of the property and equipment deployed in the bitcoin mining operations	170,186
Power Blockchain business combination
Convertible notes payable, non-current		$ 2,200,000
Annual interest rate		5.00%
Conversion price per share		$ 0.13
Impairment adjustment recognized	$ 2,200,000

Stockholders' Equity Disclosu_2

Stockholders' Equity Disclosure (Details) - USD ($)	9 Months Ended	12 Months Ended
	Dec. 31, 2018	Mar. 31, 2018
Common stock outstanding	1,204,000	1,204,000
Common stock authorized under the 2018 Stock Option Plan	1,000,000
From the former management group
Repurchase of common stock	2,661,172
Negotiated payment for repurchase of common stock	$ (340,000)
To two new officers
Common stock issued for services, shares	1,000,000
Notes Payable Conversions
Amount of debt converted		$ 45,000
Common stock issued for converted debt		155,172

Notes Payable Disclosure_ Sch_2

Notes Payable Disclosure: Schedule of long-term debt obligations (Details) - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Details
Convertible notes payable, non-current	$ 2,200,000	$ 2,200,000
Short-term notes issued to related parties	737,535	645,335
Notes payable, related parties, total	$ 2,937,535	$ 2,845,335

Provision for Income Taxes (Det

Provision for Income Taxes (Details) - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Details
Net operating loss carry forwards	$ 672,100	$ 420,800

Sale of Bitcoin, Disclosure (De

Sale of Bitcoin, Disclosure (Details) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2018	Dec. 31, 2017
Details
Internally-generated Bitcoin, cash sales price	$ 5,140		$ 5,140
Gain on sale of internally-generated Bitcoin	$ 1,380	$ 0	$ 1,380	$ 0

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	1 Months Ended	9 Months Ended
	Jan. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Details
Short-term borrowings from a related party	$ 3,500	$ 92,200	$ 15,000