| UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| FORM 10-Q |
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-211051 |
| Achison Inc (Exact name of registrant as specified in its charter) |
| New York (State or other jurisdiction of incorporation or organization) |
| 47-2643986 (I.R.S. Employer Identification Number) |
| 3906 Main Street, 207, Flushing, NY11354 (Address of principal executive offices) (Zip Code) |
| 646-508-6285 (Registrant's telephone number, including area code) |
| None (Former name, former address and former fiscal year, if changed since last report) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ X ] No [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] (Do not check if a smaller reporting company) Smaller reporting company [ X ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ X ] No [ ] Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ X ] No [ ] On December 31, 2017, the registrant had 9,990,000 shares of Class A common stock outstanding.
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FORM 10-Q FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2017 TABLE OF CONTENTS |
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. The words "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in Part II, Item 1A, "Risk Factors" in this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this Quarterly Report on Form 10-Q may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Unless expressly indicated or the context requires otherwise, the terms "Achison," "company," "we," "us," and "our" in this document refer to Achison, Inc., a New York corporation.
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FINANCIAL STATEMENTS (UNAUDITED) DECEMBER 31, 2017
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BALANCE SHEETS (UNAUDITED) AS OF DECEMBER 31, 2017
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| DEC 31, 2017 | Mar 31, 2017 | |
| Current assets: | ||
| Cash & cash equivalents | $2,199 | $1,635 |
| Short Term Investment | $11,179 | $2,314 |
| Total current assets | $13,378 | $3,949 |
| Other assets: | ||
| Notes Receiveble | $10,000 | - |
| Total other assets | $10,000 | - |
| TOTAL ASSETS | $23,378 | $3,949 |
| Current Liabilities: | ||
| Account payable | - | - |
| Tax payable | - | - |
| Loans | $2,000 | $2,000 |
| Total current liabilities | $2,000 | $2,000 |
| Stockholder's equity: | ||
| Common Stock: 0.001 Par Value; 9,990,000 Shares authorized; 9,990,000 share issued and outstanding | $9,990 | - |
| Additional paid-in capital | $13,935 | $3,639 |
| Retained earnings (Deficit) | $(2,547) | $(1,690) |
| Total stockholder's equity | $21,378 | $1,949 |
| Total liabilities and stockholder's equity | $23,378 | $3,949 |
COMPARATIVE STATEMENT OF REVENUES AND EXPENSES (UNAUDITED) FOR THE NINE MONTHS ENDED DECEMBER 31, 2017 and 2016 |
| April 1, 2017- December 31, 2017 | April 1, 2016- December 31, 2016 | |
| Revenues: | ||
| Realized Gain (loss) from Investment | $290 | $74 |
| Trading Commissions | $7 | $48 |
| Interest Income | $75 | - |
| Unrealized Gain (lose) from Investment | $(238) | $(213) |
| Less: (Fee and cpmmission expense) | $(631) | $(127) |
| Net profit(lose) | $(497) | $(218) |
| Expenses: | ||
| Bank Service Charge | $249 | $139 |
| Franchise Tax | $112 | - |
| Office Supplies | - | $23 |
| Legal & professional | - | $1,000 |
| Total Expenses | $361 | $1,162 |
| Excess of Revenues over Expenses before Taxes | $(858) | $(1,380) |
| Provision for Taxes | ||
| NY State Tax | - | - |
| NYC Tax | - | - |
| Net income (loss) | $(858) | $(1,380) |
STATEMENT OF REVENUES AND EXPENSES (UNAUDITED) FOR THE THREE MONTHS ENDED DECEMBER 31, 2017 |
| October 1, 2017- December 31, 2017 | |
| Revenues: | |
| Interest Income | $75 |
| Unrealized Gain (lose) from Investment | $(79) |
| Less: (Fee and cpmmission expense) | $(460) |
| Net profit(lose) | $(464) |
| Expenses: | |
| Bank Service Charge | $54 |
| Total Expenses | $54 |
| Excess of Revenues over Expenses before Taxes | $(518) |
| Provision for Taxes | |
| NY State Tax | - |
| NYC Tax | - |
| Net income (loss) | $(518) |
Back to Top - STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY (UNAUDITED) FOR THE PERIOD FROM APRIL 01, 2017 TO DECEMBER 31, 2017 |
| Shareholder's equity-April 1, 2017 | $1,949 |
| Add: Net (Lose) for the period from April 01, 2017 to December 31, 2017 | $(858) |
| Add: 9,990,000 Class A Common stocks issued and outstanding | $9,990 |
| Add: Additional paid-in capital from April 01, 2017 to December 31, 2017 | $10,297 |
| Less: Additional paid-out capital from April 01, 2017 to December 31, 2017 | - |
| Shareholder's equity-December 31, 2017 | $21,378 |
COMPARATIVE STATEMENT OF CASH FLOWS (UNADITED) FOR THE NINE MONTHS ENDED FROM APRIL 01, 2017 TO DECEMBER 31, 2017 AND 2016 |
| April 1, 2017- December 31, 2017 | April 1, 2016- December 31, 2016 | |
| Cash flows from operating activities: | ||
| Net Income (lose) | $(858) | $(1,380) |
| Adjustments to reconcile net income to net cash provided by operations activities: | ||
| Depreciation | - | - |
| (Increase)decrease in assets: | ||
| Account receivables | - | - |
| Short term investments | $(8,865) | $(2,432) |
| (Increase)decrease in liabilities: | ||
| Account payables | - | $1,000 |
| Net cash provided by (used in) operating activities | $(9,723) | $(2,812) |
| Cash flows from investing activities: | ||
| Long term investments | - | - |
| Net cash provided by (used in) investing activities | - | - |
| Cash flows from financing activities: | ||
| Notes Receivable | $(10,000) | - |
| Loans | - | $2,000 |
| Capital stock | $9,990 | - |
| Additional paid-in (paid-out) capital | $10,297 | $200 |
| Net cash provided by (used in) financing activities | $10,287 | $2,200 |
| Net increase (decrease) in cash and cash equivalents | $564 | $(612) |
| Cash and cash equivalent-April 01, 2017 and April 01, 2016 | $1,635 | $1,938 |
| Cash and equivalents-December 31, 2017 and December 31, 2016 | $2,199 | $1,326 |
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
| Cash paid during the period for: | ||
| Interest expenses | - | - |
| Tax expenses | - | - |
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NOTES TO FINANCIAL STATEMENTS (UNAUDITED) DCEMBER 31, 2017 NOTE 1. ORGANIZATION AND BUSINESS ACTIVITIES Achison Inc., the Company, incorporated in the State of New York on December 29, 2014, is currently engaged in trading in spot silver in Singapore market and investing in equity securities in the U.S. market and crypto/digital currency. Prior to September of 2017 the Company primarily engaged in trading spot gold and silver in Singapore Markets but has now recently opened a securities brokerage account with WilsonDavis Company located in Salt Lake City, Utah through which they purchase and sell U.S. equity securities. The Company no longer intends to engage in the trading of spot gold. Furthermore, the Company now has engaged in the trading of crypto/digital currency. The Company's activities are subject to significant risks and uncertainties. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The company was incorporated on December 29, 2014, and the Company started its operations to trade the spot gold and spot silver on March 29, 2016 through August 2017. Now the Company only trades in the spot silver in Singapore market as well U.S. equity securities. Additionally, the Company has made some investments in cryptocurrency through December 31, 2017. These accompanying financial statements of the Company is for the period from April 01, 2017 to December 31, 2017. b. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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. Actual results could differ from those estimates. c. Income Taxes The Company is responsible for paying federal, state and local income tax and, accordingly, provisions are made for income taxes. d. Basis of measurement The financial statements have been prepared on the historical cost basis, except for the following material items in the statement of financial position: (a). All short-term investments including spot gold, spot silver and equity securities are considered Trading Securities (b). Short-term investments at fair value through gains or losses are measured at fair value NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) e. Cash and Cash Equivalents The financial statements are presented in US dollar, which is the Company's functional currency. Cash and cash equivalents include cash on hand; cash in banks and brokerage accounts and all highly liquid investments with maturity of three months or less at the time purchase. The Company maintains its cash balance at a financial institution located in New York and a securities brokerage account, Wilson-Davis Company located in Salt Lake City, Utah. Additionally, the company has opened an account with Coinbase.com to trade in crypto/digital currency and holds some USD cash balance with them which are not insured. Cash account at the New York institution are insured by the Federal Deposit Insurance Corporation up to $250,000. At times during the year, the cash balances may exceed the FDIC insurance limits. The following is a schedule of cash and cash equivalents at the year ended on December 31, 2017: Cash in Bank and brokerage accounts $ 2,199 f. Revenue Recognition The company recognizes capital gains and losses from the spot gold trading and the spot silver trading at the time it sells gold and silver from the trading in brokerage firms. With trading in crypto/digital currency, it recognizes capital gains when they are converted to USD. Additionally, it recognizes unrealized gains and losses through adjustments to the fair market value at the end of each period. The change in fair market value is reported on the income statement under "Revenues" -"Unrealized Gain (loss) from investments". NOTE 3. EARNINGS PER SHARE Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of December 31, 2017.
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NOTE 4. SHORT TERM INVESTMENTS The Company considers all investments including the spot silver and marketable securities that can and will be sold within one year to be short term investments. Achison Inc. operated a trading account in Wilson-Davis Company to trade U.S. equity securities and a trading account in Bullion Vault to trade spot silver. Since those investments in the account can be sold online and can be traded anytime in near future as the Company's primary activity source, the Company treats the Wilson-Davis Company, Bullion Vault and Coinbase.com accounts as short term investments assets. As of December 31, 2017, the Short Term Investment holdings were as follows: |
| Bullion Property (kg) | (Kg) | Valuation in $(USD) |
| Singapore Silver | 5.842 | $3,207 |
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| Wilson-Divis Co | Valuation in $(USD) |
| Equities | $7,014 |
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| Coinbase | Valuation in $(USD) |
| Litecoin | $238 |
| Bitcoin | $719 |
NOTE 5. STOCKHOLDER'S EQUITY The Company has authorized 99,900,000,000 shares of common stocks with a par value of 0.0000001 per share. There Company issued 99,900,000,0000 Class A common shares on August 25, 2017. On November 9, 2017, the Company had made a 1-for-10,000 reverse stock split. Therefore, there are currently 9,990,000 shares of common stocks outstanding as of December 31, 2017. In the period from April 1, 2017 to December 31, 2017, the Company didn't issue any stock types, options and warrants; the Company didn't have any share-based compensation, related to employee share-based awards, Tax benefit from share-based award activities. NOTE 6. RELATED PARTY TRANSACTIONS The Company has been provided office space by its majority stockholder at no cost. Management determined that such cost is nominal and did not recognize the rent expense in its financial statements. On November 21, 2016, Lansdale Inc. loaned $2,000 to Landbay Inc. for working capital purposes. The Company's president, Mr. Wanjun Xie owns 40% of common stocks issued and outstanding of Lansdale Inc. and is also the president and CEO of that entity. It is a short term loan that bears no interest and will be paid back within 12 months. Since this is a short term loan, imputed interest need not be calculated as it is rendered immaterial. On May 16, 2017, Lansdale Inc. granted $277 in additional capital to Achison Inc. Liuyan Li is the director of Achison Inc. as well as the director and 60% owner of Lansdale Inc. On August 25, 2017, Landsdale Inc. purchased 90,000,000,000 shares of Achison Inc. which makes Landsdale 90.09% owner of Achison Inc. On December 04, 2017, Landsdale Inc. made a capital contribution of $10,000. On December 18, 2017 the Company loaned Lansdale Inc. $10,000 bearing 10% interest.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis should be read in conjunction with the financial statements of Achison Inc., and the related notes included elsewhere in this statement. The historical financial data discussed below reflects the historical results and financial position of Achison Inc. In addition, this discussion and analysis contains forward looking statements and involves numerous risks and uncertainties, including those described under "Cautionary Note Regarding Forward-Looking Statement" and "Risk Factors". Actual results may differ materially from those contained in any forward looking statements. Overview Industry Environment Achison Inc is engaging in trading the spot silver in Singapore Market, investing in equity securities in the U.S. market, and test to trade some digital currencies. The business that the Corporation is trading the spot silver was impacted by the international circumstances, and the business was impacted by the market's analysis and market's prediction of the Corporation: (1). US dollar is appreciation; the international political situation is stable; a financial status and the economy status in some countries are good; deflation in some countries happen; the rate of US dollar is fall, demand exceed supply seriously, and so on, the price of silver will going down. This is the opportunity that the Corporation will buy and hold the spot silver. (2). US dollar is depreciation; chaos caused by war; a volatile international political situation; a financial crisis in some countries; inflation in some countries; the rate of US dollar is raising, supply exceed demand seriously, and so on, the price of silver will going up. This is the opportunity that the Corporation will sell its spot silver, and gain profits. (3). We don't consider these to be a known trend or uncertainty that our reasonable expect will have a material impact on the company's liquidity, capital resources or results of operations. We tried to reduce the risk when we were trading the spot silver: (1). We will always keep enough cash in our trading account to against the risk factors. (2). We won't use a leverage trading, a margin trading or a financial trading. We will always to use the own funds of the Corporation to trade the spot silver. (3). We assume that the Risk Factors will happen at any time, but we try to reduce any risks when we are in trading the spot silver. (4). When the Corporation will be a micro-capital company or a small capital company, We can't avoid the risk that silver will lose their financial features, and become the plain metals. When the Corporation will become a middle capital company and a big capital company, We will carry on the diversified management to avoid the risk that silver will lose their financial features, and become the plain metals. The business that the Corporation is trading some securities was impacted by the domecstic circumstances, and the business was impacted by the market's analysis and market's prediction of the Corporation: The corporation purchase or will purchase the securities of affiliates in open markets. We tried to reduce the risk when we are holding and trading securities: The corporation purchase or will purchase the securities of affiliates while the price of their securities is low. Test to trade some digital currencies: The Corporation tested to trade the digital currencies since December 24, 2017. Because we didn't confirm if SEC will restrict or limit a public company to trade the digital currencies, so the Corporation decided to give up its plan for trading the didital currencies on January 13, 2018. Primary Sources of Revenues The primary sources of revenues of the Corporation were trading income and other incomes. Primary Expenses The primary expenses are the trading expenditure, the management expenditure and the bank fees. Components of Results of Operations Revenue Trading income: The primary incomes of the Corporation were trading the spot silver and investing the equity securities. Cost of Revenue and Operating Expenses Cost of revenue: The cost of revenue was the trading fees, the managing fees and the bank fees. Management expenditure: the Corporation will pay the managing fees quarterly to the Blueville Inc, which is the managing company of the Corporation.
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Results of Operations The following tables set forth our statements of income data: |
| Ended December 31, 2017 | |
| Revenue | $(497) |
| Total Expenses | $361 |
| Excess of Revenue over Expenses before Taxes | $(858) |
| NY State Tax | - |
| NYC Tax | - |
| Net income (lose) | $(858) |
The following table set forth our statements of income data (as a percentage of revenue): |
Revenue |
| Ended December 31, 2017 | |
| From October 1, 2017 to December 31, 2017 | |
| Revenue: | |
| Gain (lose) from investments | - |
| Interest income | $75 |
| Unrealized gain (lose) from investments | $(79) |
| Less: (fee and commission expense) | $(460) |
| Total revenue | $(464) |
Cost of Revenue |
| Ended December 31, 2017 | |
| From October 1, 2017 to December 31, 2017 | |
| Expenses: | |
| Bank Service Charges | $54 |
| Misc. Taxes, Licenses & Permits | - |
| Total expenses | $54 |
| Percentage of revenue | - |
Management Expenditure |
| Ended September 30, 2017 | |
| From October 1, 2017 to December 31, 2017 | |
| Expenses | - |
| Percentage of revenue | - |
Provision for income taxes |
| Ended September 30, 2017 | |
| From October 1, 2017 to December 31, 2017 | |
| Provision for income taxes | - |
| Effective tax rate | - |
Full Qauter We discuss the financial condition, changes in financial condition and results of operations of the Corporation since October 1, 2017 to December 31, 2017. Liquidity and Capital Resources Our capital resources were the investment from the capital stock sold, the fund granted and the loan without interest of owner and affiliates, and income from its operations. Our Capital Resources sources were our cash and cash equivalents. Cash and cash equivalents were $2,199 as of December 31, 2017. ..
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Cash Provided by Operating Activities $11,179 cash was invested in trading the spot silver and the equity securities as of December 31, 2017. Off-Balance Sheet Arrangements We did not have any off-balance sheet arrangements as of December 31, 2017. Contractual Obligations The Corporation didn't have any contractual obligations as of December 31, 2017. Obligations or Liabilities The total obligations or liabilities (including contingent obligations or liabilities) of the Corporation was $2,000 as of December 31, 2017. Contingencies The Corporation didn't have any contingencies as of December 31, 2017. Material Favorable Impact on Net Revenues or Income The Corporation didn't have any material favorable impact on net revenues or income as of December 31, 2017. Inflation and Other Changes in Prices The inflation and other changes in prices didn't impact the Corporation's net revenues and income from continuing operations. Item 3.Quantitative and Qualitative Disclosures About Market Risk We have disclosured all market risks, including changes to foreign currency exchange rates, interest rates, and inflation. Item 4.Controls and Procedures It isn't applicable. The Corporation didn't have any legal proceedings as of December 31, 2017. We have disclosured all risk factors. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds None Item 3. Defaults Upon Senior Securities None Item 4. Mine Safety Disclosures It isn't applicable. None 31.1 Rule 13a-14(a)/15d-14(a) Certifications of Chief Executive Officer 31.2 Rule 13a-14(a)/15d-14(a) Certifications of Chief Financial Officer 32.1 18 U.S.C. Section 1350 Certificte of Chief Executive Officer 32.2 18 U.S.C. Section 1350 Certificte of Chief Financial Officer 101 INS XBRL Instance Document 101 SCH XBRL Taxonomy Extension Schema Document 101 CAL XBRL Taxonomy Extension Calculation Document 101 LAB XBRL Taxonomy Extension Labels Document 101 PRE XBRL Taxonomy Extension Presentation Document 101 DEF XBRL Taxonomy Extension Definition Document * Amended! ** Filed previously Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Registrant: Achison Inc Signature By, Wanjun Xie Signature By, Wanjun Xie Back to Table of Contents
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