Atlantic Alliance Partnership (AAPCF) 10-Q 8 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 06, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	Atlantic Alliance Partnership Corp.
Entity Central Index Key	1,630,940
Trading Symbol	AAPC
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		2,976,691

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Current Assets
Cash and cash equivalents	$ 20,944	$ 73,573
TOTAL CURRENT ASSETS	20,944	73,573
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities - Accounts payable and accrued expenses	285,272	313,848
Commitments
Shareholders' Deficit
Preferred shares, no par value; unlimited shares authorized, none issued and outstanding
Ordinary shares, no par value; unlimited shares authorized; 2,976,691 shares issued and outstanding as of June 30, 2018 and December 31, 2017	521,130	521,130
Accumulated deficit	(785,458)	(761,405)
Total Shareholders' Deficit	(264,328)	(240,275)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 20,944	$ 73,573

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Preferred stock, par value
Preferred stock, shares authorized
Preferred stock, shares issued
Preferred stock, shares outstanding
Ordinary stock, par value
Ordinary shares, authorized
Ordinary stock, shares issued	2,976,691	2,976,691
Ordinary stock, shares outstanding	2,976,691	2,976,691

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income Statement [Abstract]
Operating costs		$ 14,255	$ 327,279	$ 24,053	$ 473,424
Loss from operations		(14,255)	(327,279)	(24,053)	(473,424)
Other income:
Interest income			13,172		17,746
Net Loss		$ (14,255)	$ (314,107)	$ (24,053)	$ (455,678)
Weighted average shares outstanding, basic and diluted	[1]	2,976,691	3,413,938	2,976,691	3,407,168
Basic and diluted net loss per common share		$ 0	$ (0.09)	$ (0.01)	$ (0.14)
[1]	Excludes an aggregate of up to -0- and 243,045 ordinary shares subject to redemption at June 30, 2018 and 2017, respectively.

Condensed Statements of Operat5

Condensed Statements of Operations (Parenthetical) (Unaudited) - shares	Jun. 30, 2018	Jun. 30, 2017
Income Statement [Abstract]
Ordinary shares subject to redemption	0	243,045

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash Flows from Operating Activities:
Net loss	$ (24,053)	$ (455,678)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on marketable securities held in Trust Account		(17,746)
Changes in operating assets and liabilities:
Prepaid expenses		103,726
Accounts payable and accrued expenses	(28,576)	108,762
Net cash used in operating activities	(52,629)	(260,936)
Net Change in Cash	(52,629)	(260,936)
Cash - Beginning	73,573	595,939
Cash - Ending	20,944	335,003
Non-cash investing and financing activities:
Change in value of ordinary shares subject to possible redemption		$ 455,678

Description of Organization and

Description of Organization and Business Operations	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Atlantic Alliance Partnership Corp. (the “Company”) is a blank check company incorporated in the British Virgin Islands on January 14, 2015. The Company was formed for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation, contractual control arrangement with, purchasing all or substantially all of the assets of, or engaging in any other similar initial business combination with one or more businesses or entities (“Business Combination”). Liquidity and Going Concern As of June 30, 2018, the Company had $20,944 in its operating bank accounts and a working capital deficit of $264,328. The Company is currently considering a search for a potential target company; however, as a result of the redemption of all of its outstanding Public Shares and the return of all funds held in the Trust Account, the Company continues to have a working capital deficit. The Company will need to raise additional capital through loans or additional investments from its shareholders, officers, directors, or third parties. However, the Company may not be able to obtain additional financing. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of its business plan, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2017 as filed with the SEC on April 17, 2018, which contains the audited financial statements and notes thereto, together with Management’s Discussion and Analysis. The financial information as of December 31, 2017 is derived from the audited financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. The interim results for the six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any future interim periods. Use of estimates The preparation of financial statements in conformity with GAAP 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 and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from those estimates. Net loss per share Net loss per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period. The Company applies the two-class method in calculating earnings per share. Ordinary shares subject to possible redemption at June 30, 2017, which were not currently redeemable and were not redeemable at fair value, have been excluded from the calculation of basic loss per share since such shares, if redeemed, only participated in their pro rata share of the Trust Account earnings. At June 30, 2018 and 2017, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares. As a result, diluted loss per share is the same as basic loss per share for the periods presented. Reconciliation of Net Loss per Ordinary Share The Company’s net loss is adjusted for the portion of income that is attributable to ordinary shares subject to redemption, as these shares only participate in the income of the Trust Account and not the losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Three Months Ended Six Months Ended 2018 2017 2018 2017 Net loss $ (14,255 ) $ (314,107 ) $ (24,053 ) $ (455,678 ) Less: Income attributable to ordinary shares subject to redemption — (4,506 ) — (6,071 ) Adjusted net loss (14,255 ) (318,613 ) (24,053 ) (461,749 ) Weighted average shares outstanding, basic and diluted 2,976,691 3,413,938 2,976,691 3,407,168 Basic and diluted net loss per ordinary share $ (0.00 ) $ (0.09 ) (0.01 ) (0.14 ) Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company's financial statements.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 3. COMMITMENTS AND CONTINGENCIES Pursuant to a registration rights agreement entered into on April 28, 2015 with the holders of the founder shares and Private Placement Shares, the holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities and shares that may be issued upon conversion of Working Capital Loans. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable Lock-Up Period. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Shareholders' Equity

Shareholders' Equity	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
SHAREHOLDERS' EQUITY	NOTE 4. SHAREHOLDERS’ EQUITY Preferred Shares - Ordinary Shares -

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 5. SUBSEQUENT EVENTS The Company evaluates subsequent events and transactions that occur after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify subsequent events that would have required adjustment or disclosure in the financial statements.

Summary of Significant Accoun12

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2017 as filed with the SEC on April 17, 2018, which contains the audited financial statements and notes thereto, together with Management’s Discussion and Analysis. The financial information as of December 31, 2017 is derived from the audited financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. The interim results for the six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any future interim periods.
Use of estimates	Use of estimates The preparation of financial statements in conformity with GAAP 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 and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from those estimates.
Net loss per share	Net loss per share Net loss per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period. The Company applies the two-class method in calculating earnings per share. Ordinary shares subject to possible redemption at June 30, 2017, which were not currently redeemable and were not redeemable at fair value, have been excluded from the calculation of basic loss per share since such shares, if redeemed, only participated in their pro rata share of the Trust Account earnings. At June 30, 2018 and 2017, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares. As a result, diluted loss per share is the same as basic loss per share for the periods presented.
Reconciliation of Net Loss per Ordinary Share	Reconciliation of Net Loss per Ordinary Share The Company’s net loss is adjusted for the portion of income that is attributable to ordinary shares subject to redemption, as these shares only participate in the income of the Trust Account and not the losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Three Months Ended Six Months Ended 2018 2017 2018 2017 Net loss $ (14,255 ) $ (314,107 ) $ (24,053 ) $ (455,678 ) Less: Income attributable to ordinary shares subject to redemption — (4,506 ) — (6,071 ) Adjusted net loss (14,255 ) (318,613 ) (24,053 ) (461,749 ) Weighted average shares outstanding, basic and diluted 2,976,691 3,413,938 2,976,691 3,407,168 Basic and diluted net loss per ordinary share $ (0.00 ) $ (0.09 ) (0.01 ) (0.14 )
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company's financial statements.

Summary of Significant Accoun13

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Schedule of basic and diluted loss per ordinary share	Three Months Ended Six Months Ended 2018 2017 2018 2017 Net loss $ (14,255 ) $ (314,107 ) $ (24,053 ) $ (455,678 ) Less: Income attributable to ordinary shares subject to redemption — (4,506 ) — (6,071 ) Adjusted net loss (14,255 ) (318,613 ) (24,053 ) (461,749 ) Weighted average shares outstanding, basic and diluted 2,976,691 3,413,938 2,976,691 3,407,168 Basic and diluted net loss per ordinary share $ (0.00 ) $ (0.09 ) (0.01 ) (0.14 )

Description of Organization a14

Description of Organization and Business Operations (Details ) - USD ($)	Jun. 30, 2018	Dec. 31, 2017	Jun. 30, 2017	Dec. 31, 2016
Description of Organization and Business Operations (Textual)
Working capital deficit	$ 264,328
Operating bank accounts, balance	$ 20,944	$ 73,573	$ 335,003	$ 595,939

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Details) - USD ($)		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Accounting Policies [Abstract]
Net loss		$ (14,255)	$ (314,107)	$ (24,053)	$ (455,678)
Less: Income attributable to ordinary shares subject to redemption			(4,506)		(6,071)
Adjusted net loss		$ (14,255)	$ (318,613)	$ (24,053)	$ (461,749)
Weighted average shares outstanding, basic and diluted	[1]	2,976,691	3,413,938	2,976,691	3,407,168
Basic and diluted net loss per ordinary share		$ 0	$ (0.09)	$ (0.01)	$ (0.14)
[1]	Excludes an aggregate of up to -0- and 243,045 ordinary shares subject to redemption at June 30, 2018 and 2017, respectively.

Shareholders' Equity (Details)

Shareholders' Equity (Details) - $ / shares	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Shareholders' Equity (Textual)
Ordinary stock, par value
Ordinary shares voting rights, description	Ordinary shares are entitled to one vote for each share.
Ordinary shares, issued	2,976,691	2,976,691
Ordinary shares, outstanding	2,976,691	2,976,691