Document and Entity Information
Document and Entity Information - USD ($) | 9 Months Ended | |
Aug. 31, 2016 | Oct. 11, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | Exceed World, Inc. | |
Entity Central Index Key | 1,634,293 | |
Document Type | 10-Q | |
Document Period End Date | Aug. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --11-30 | |
Entity Well Known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $ 14 | |
Entity Common Stock Shares Outstanding | 20,000,000 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Aug. 31, 2016 | Nov. 30, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 12,838 | |
Accounts receivable | 25,620 | |
Due from related party | 20,077 | |
Inventories | 96,453 | |
Total current assets | 154,988 | |
Total Assets | 154,988 | |
Current Liabilities | ||
Loan from director | 173,178 | |
Accrued Expenses | 4,696 | |
Total current liabilities | 173,178 | 4,696 |
Total Liabilities | 173,178 | 4,696 |
Stockholders' Deficit | ||
Preferred Stock ($.0001 par value, 20,000,000 authorized; none issued and outstanding as of August 31, 2016 and November 30, 2015) | ||
Common stock ($0.0001 par value, 500,000,000 shares authorized; 20,000,000 shares issued and outstanding as of August 31, 2016 and November 30, 2015) | 2,000 | 2,000 |
Additional Paid In Capital | 10,517 | 6,198 |
Accumulated Deficit | (29,879) | (12,894) |
Accumulated other comprehensive income (loss) | ||
Foreign currency translation | (828) | |
Total Stockholders' Deficit | (18,190) | (4,696) |
Total Liabilities & Stockholders' Deficit | $ 154,988 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Aug. 31, 2016 | Nov. 30, 2015 |
StockholdersEquity | ||
Preferred Stock Par Or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock Shares Issued | 0 | 0 |
Preferred Stock Shares Outstanding | 0 | 0 |
Common Stock Par Or Stated Value Per Share | $ 0.0001 | $ .0001 |
Common Stock Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock Shares Issued | 20,000,000 | 20,000,000 |
Common Stock Shares Outstanding | 20,000,000 | 20,000,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 27,226 | $ 32,766 | ||
Cost of revenue | 18,801 | 22,494 | ||
Gross profit | 8,425 | 10,272 | ||
General and administrative expenses | 1,082 | 4,825 | 550 | |
Professional fees | 2,354 | 1,250 | 22,016 | 4,000 |
Total Operating Expenses | 3,436 | 1,250 | 26,841 | 4,550 |
Tax expenses | 13 | 416 | ||
Total other expenses | 13 | 416 | ||
Net loss | 4,976 | (1,250) | (16,985) | (4,550) |
Foreign Currency Translation | (471) | (1,205) | ||
Total comprehensive loss | $ 4,505 | $ (1,250) | $ (18,190) | $ (4,550) |
Basic and Diluted net loss per share of common stock | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted Average Number of Common Shares Outstanding-Basic and Diluted | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) | 9 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (16,985) | $ (4,550) |
Expenses contributed to capital | 4,898 | |
Inventories | (96,453) | |
Accounts receivables | (25,620) | |
Accrued Expenses | (348) | |
Net cash used in operating activities | (139,058) | |
Payment made on behalf of a related party | (43,348) | |
Repayment from related party | 23,271 | |
Net cash provided by investing activities | (20,077) | |
Loan from director | 168,343 | |
Capital contribution of subsidiary | 4,458 | |
Net cash provided by (used in) financing activities | 172,801 | |
Net effect of exchange rate changes on cash | (828) | |
Increase (Decrease) in cash | 12,838 | |
Ending Cash Balance | 12,838 | |
Interest paid | ||
Income taxes paid | ||
Accrued expenses former related party written off to capital contribution | 4,696 | |
Payable related to acquisition of subsidiary | $ 4,835 |
NOTE 1 - ORGANIZATION AND DESCR
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS | 9 Months Ended |
Aug. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | NOTE 1 - ORGANIZATION, DESCRIPTION OF BUSINESS, AND BASIS OF PRESENTATION Exceed World, Inc., formerly known as Brilliant Acquisition, Inc. (the “Company”), a growth company, was incorporated under the laws of the State of Delaware on November 25, 2014, with an objective to acquire, or merge with, an operating business. On February 29, 2016, the Company entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Tomoo Yoshida, our President, CEO and Director. Pursuant to this Agreement, on February 29, 2016, Tomoo Yoshida transferred to the Company, 10 shares of the common stock of E&F Co., Ltd., a Japan corporation (“E&F”), which represents all of its issued and outstanding shares, in consideration of 500,000 JPY ($4,835). Following the effective date of the share purchase transaction described above on February 29, 2016, Exceed World, Inc. gained a 100% interest in the issued and outstanding shares of E&F’s common stock and E&F became a wholly owned subsidiary of the Company. On August 4, 2016, E&F changed its name to School TV Co., Ltd. (“School TV”). As of August 31, 2016, the Company conducts a business of selling and distributing of health related products through School TV. On August 1, 2016, the Company changed its fiscal year end from November 30 to September 30. The accompanying unaudited consolidated financial statements of Exceed World, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, or the SEC, including the instructions to Form 10-Q and Regulation S-X. In the opinion of the management of the Company, all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the three month period, have been made. Results for the interim periods presented are not necessarily indicative of the results that might be expected for the entire fiscal year. When used in these notes, the terms “Company”, “we”, “us” or “our” mean the Company. Certain information and note disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America has been omitted from these statements pursuant to such accounting principles and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited financial statements for the year ended November 30, 2015. |
NOTE 2 - SUMMARY OF SIGNIFICANT
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the financial statements of its wholly-owned subsidiary, School TV. INVENTORIES Inventories, consisting of products available for sale, are primarily accounted for using the first-in, first-out ("FIFO") method, and are valued at the lower of cost or market value. This valuation requires E&F to make judgments, based on currently-available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category. FOREIGN CURRENCY TRANSLATION Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company maintains its books and record in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency of the economic environment in which its operation is conducted. In accordance with ASC Topic 830-30, “Translation of Financial Statement”, assets and liabilities of the Company whose functional currency is not US$ are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity. Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates: August 31, 2016 Current JPY: US$1 exchange rate 103.42 Average JPY: US$1 exchange rate 110.75 COMPREHENSIVE INCOME OR LOSS ASC Topic 220, “Comprehensive Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-affiliate sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation. REVENUE RECOGNITION The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. |
NOTE 3 - GOING CONCERN
NOTE 3 - GOING CONCERN | 9 Months Ended |
Aug. 31, 2016 | |
Going Concern | |
Going Concern | NOTE 3 - GOING CONCERN The accompanying consolidated financial statements are prepared on a basis of accounting assuming that the Company is a going concern that contemplates realization of assets and satisfaction of liabilities in the normal course of business. The Company is considered a start-up company and has reoccurring losses and negative cash flows. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue- producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders. |
NOTE 4 - RELATED PARTY TRANSACT
NOTE 4 - RELATED PARTY TRANSACTIONS DISCLOSURE | 9 Months Ended |
Aug. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 4 - RELATED-PARTY TRANSACTIONS On January 12, 2016, Mr. DeNunzio, the former sole shareholder of the Company, consummated a sale of 20,000,000 shares of our common stock to e-Learning Laboratory Co., Ltd., for an aggregate purchase price of $34,900. Following the closing of the share purchase transaction, e-Learning Laboratory Co., Ltd., owns a 100% interest in the issued and outstanding shares of our common stock. Commensurate with the closing, the Company, filed with the Delaware Secretary of State, a Certificate of Amendment to change the name of Registrant to Exceed World, Inc. School TV Co. Ltd. has paid certain consulting fees for e-Learning Laboratory Co. Ltd. For the nine months ended August 31, 2016, total amount paid was $43,348, among which $23,271 was repaid to the Company from e-Learning Laboratory Co. Ltd. As of August 31, 2016, the Company has a due from related party in the amount of $20,077. On February 29, 2016, the Company entered into a Stock Purchase Agreement with Tomoo Yoshida, our President, CEO and Director. Pursuant to this Agreement, on February 29, 2016 Tomoo Yoshida transferred to Exceed World, Inc., 10 shares of the common stock of E&F Co., Ltd., a Japan corporation (“E&F”), which represents all of its issued and outstanding shares, in consideration of $4,835. This is a merger of entities under common control and therefore all assets, liabilities and operations of E&F were accounted for at their historical carryover basis and as if they had been combined since E&F’s inception. Further note the inception date of E&F and that from inception through the date of acquisition that E&F had no revenues and nominal assets. The date of incorporation of E&F (now known as School TV Co. Ltd.) is January 18, 2016. The assets and liabilities of E&F at February 29, 2016 are as follows: ASSETS Current Assets Cash and cash equivalents $ 20,138 Inventories 9,995 Account receivables 2,045 TOTAL CURRENT ASSETS 32,178 TOTAL ASSETS 32,178 LIABILITIES AND SHAREHOLDER'S EQUITY Current Liabilities Account payables $ 9,995 Loan from director 21,392 TOTAL CURRENT LIABILITIES 31,387 TOTAL LIABILITIES 31,387 Shareholder's Deficit Common stock (No par value, 1,000 shares authorized, 10 shares issued and outstanding as of February 29, 2016 4,458 Accumulated Deficit (3,474) Accumulated other comprehensive income (193) TOTAL SHAREHOLDER'S EQUITY 791 TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 32,178 *As of February 29, 2016, 1 US Dollar was 112.17 to JP Yen for the historical rate and 118.27 for the average rate. * On August 4, 2016, E&F changed its name to School TV Co., Ltd. (“School TV”) Following the effective date of the share purchase transaction described above on February 29, 2016, Exceed World, Inc. gained a 100% interest in the issued and outstanding shares of E&F’s common stock and E&F became a wholly owned subsidiary of Exceed World, Inc. On February 29, 2016, the Company wrote off the accrued expenses owed to the previous owner in the amount of $4,696. The accrued expense written off has been recorded as an adjustment of additional paid in capital. As of August 31, 2016, the Company had $173,178 owed to Tomoo Yoshida, its sole director, for payment of the Company’s expenses of which $4,835 was paid for the acquisition of School TV‘s common stock. These are due on demand and bear no interest. As of August 31, 2016, the Company had $20,077 owed to e-Learning Laboratory Co., Ltd. for payment of the Company’s expenses. |
NOTE 2. SUMMARY OF SIGNIFICANT
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
Principals of Consolidation | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the financial statements of its wholly-owned subsidiary, School TV. |
Cash Equivalents | Cash equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. |
Inventories | INVENTORIES Inventories, consisting of products available for sale, are primarily accounted for using the first-in, first-out ("FIFO") method, and are valued at the lower of cost or market value. This valuation requires E&F to make judgments, based on currently-available information, about the likely method of disposition, such as through sales to individual customers, returns to product vendors, or liquidations, and expected recoverable values of each disposition category. |
Foreign Currency Translation | FOREIGN CURRENCY TRANSLATION Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency using the applicable exchange rates at the balance sheet dates. The resulting exchange differences are recorded in the statements of operations. The reporting currency of the Company is the United States Dollars (“US$”) and the accompanying financial statements have been expressed in US$. The Company maintains its books and record in its local currency, Japanese YEN (“JPY”), which is a functional currency as being the primary currency of the economic environment in which its operation is conducted. In accordance with ASC Topic 830-30, “Translation of Financial Statement”, assets and liabilities of the Company whose functional currency is not US$ are translated into US$, using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements are recorded as a separate component of accumulated other comprehensive income within the statements of stockholders’ equity. Translation of amounts from the local currency of the Company into US$1 has been made at the following exchange rates: August 31, 2016 Current JPY: US$1 exchange rate 103.42 Average JPY: US$1 exchange rate 110.75 |
Comprehensive Income or Loss | COMPREHENSIVE INCOME OR LOSS ASC Topic 220, “Comprehensive Income”, establishes standards for reporting and display of comprehensive income or loss, its components and accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-affiliate sources. Accumulated comprehensive income, as presented in the accompanying statements of stockholders’ equity consists of changes in unrealized gains and losses on foreign currency translation. |
Revenue Recognition | REVENUE RECOGNITION The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. |