Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Jan. 30, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | FAH MAI HOLDINGS, INC. | |
Entity Central Index Key | 1,681,306 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 40,671,900 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash | ||
Total Current Assets | ||
TOTAL ASSETS | 0 | 0 |
CURRENT LIABILITIES | ||
Accrued Liabilities | 5,250 | 5,250 |
Total Current Liabilities | 5,250 | 5,250 |
STOCKHOLDERS' DEFICIT | ||
Preferred Stock; $0.0001 par value, 20,000,000 shares authorized; no shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively | ||
Common stock; $0.0001 par value, 100,000,000 shares authorized; 40,500,000 and 20,000,000 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively | 4,050 | 2,000 |
Additional Paid-in Capital | 1,312 | 312 |
Discount on Common Stock | (2,050) | |
Accumulated Deficit | (8,562) | (7,562) |
Total Stockholders' Deficit | (5,250) | (5,250) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 0 | $ 0 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 40,500,000 | 20,000,000 |
Common stock, shares outstanding | 40,500,000 | 20,000,000 |
Condensed Statement of Operatio
Condensed Statement of Operations (Unaudited) | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Income Statement [Abstract] | |
REVENUES | |
OPERATING EXPENSES | |
Operating Expenses | 1,000 |
Total Operating Expenses | (1,000) |
NET LOSS BEFORE INCOME TAXES | (1,000) |
Provision for Income Taxes | |
NET LOSS | $ (1,000) |
BASIC AND DILUTED LOSS PER SHARE | $ / shares | $ 0 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | shares | 27,072,222 |
Condensed Statement of Cash Flo
Condensed Statement of Cash Flows (Unaudited) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
OPERATING ACTIVITIES | |
Net loss | $ (1,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Expenses paid by stockholder and contributed as capital | 1,000 |
Net Cash Used in Operating Activities | |
NET INCREASE (DECREASE) IN CASH | |
CASH AT BEGINNING OF PERIOD | |
CASH AT END OF PERIOD | |
CASH PAID FOR: | |
Interest | |
Income taxes | |
NONCASH FINANCING ACTIVITIES: | |
Cancellation of common stock to founders for no consideration | (1,950) |
Issuance of common stock to officers for no consideration | $ 4,000 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Nature of Operations Fah Mai Holdings, Inc. (formerly Finch Street Acquisition Corporation) (“Fah Mai” or the “Company”) was incorporated on July 22, 2016 under the laws of the state of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company has been in the developmental stage since inception and its operations to date have been limited to issuing shares to its original shareholders. The Company will attempt to locate and negotiate with a business entity for the combination of that target company with the Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock-for-assets exchange. In most instances, the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that the Company will be successful in locating or negotiating with any target company. The Company has been formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934. Basis of Presentation The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying financial statements. The Company has not earned any revenue from operations since inception. Accordingly, the Company’s activities have been accounted for as those of a “Development Stage Enterprise” as set forth in ASC 915, “Development Stage Entities.” Among the disclosures required by ASC 915, are that the Company’s financial statements be identified as those of a development stage company, and that the statements of operations, stockholders’ equity and cash flows disclose activity since the date of the Company’s inception. The Company chose December 31 as its fiscal year end. |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 2 – GOING CONCERN The Company has not yet generated any revenue since inception to date and has sustained operating loss of $1,000 for the three months ended March 31, 2017. The Company had a working capital deficit of $5,250 and an accumulated deficit of $8,562 as of March 31, 2017. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations and from stockholders to meet its obligations and/or obtaining additional financing from its members or other sources, as may be required. The Company’s independent auditors have issued a report raising substantial doubt about the Company’s ability to continue as a going concern. At present, the Company has no operations and the continuation of Fah Mai Holdings Inc. as a going concern is dependent upon financial support from its stockholders and its ability to obtain necessary equity financing to continue operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. There were no cash equivalents as of March 31, 2017 and December 31, 2016, respectively. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking institutions. The Company did not have cash balances in excess of the Federal Deposit Insurance Corporation limit as of March 31, 2017 and December 31, 2016, respectively. Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents and accounts payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The carrying amounts reported in the balance sheets for cash, accounts payable and accrued expenses approximate their fair market value based on the short-term maturity of these instruments. Income Taxes Under ASC 740, “Income Taxes,” deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. As of March 31, 2017 and December 31, 2016, there were no deferred taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration. Basic and Diluted Net income (Loss) per Share Basic loss per common share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of March 31, 2017 and December 31, 2016, there are no outstanding dilutive securities. Recent Accounting Pronouncements In November 2016, the FASB issued Accounting Standards Update No. 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” (“ASU 2016-18”) In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In 2015, the FASB issued ASU No. 2015-17, “ Income Taxes” Balance Sheet Classification of Deferred Taxes In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | NOTE 4 – ACCRUED LIABILITIES As of March 31, 2017 and December 31, 2016, the Company had accrued liabilities of $5,250 for professional fees. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Common Stock | NOTE 5 – COMMON STOCK On February 27, 2017, Fah Mai Holdings, Inc. (formerly Finch Street Acquisition Corporation) (the “Registrant” or the “Company”) issued 40,000,000 shares of its common stock pursuant to Section 4(a)(2) of the Securities Act of 1933 at par and a discount of $4,000 representing 98.7% of the total outstanding 40,500,000 shares of common stock as follows: Louis Joseph Haseman 40,000,000 With the issuance of the stock and the redemption of 19,500,000 shares of stock of the preexisting 20,000,000, the Company effected a change in its control and the new majority shareholder(s) elected new management of the Company. The Company may develop its business plan by future acquisitions or mergers but no agreements have been reached regarding any acquisition or other business combination. The Company changed its name as part of the change in control. If the Company makes any acquisitions, mergers or other business combination, the Company will file a Form 8-K but until such time the Company remains a shell company. On February 26, 2017, the following events occurred which resulted in a change of control of the Registrant: 1. The Registrant cancelled an aggregate of 19,500,000 of the then 20,000,000 shares of outstanding stock valued at par. 2. The then current officers and directors resigned. 3. New officer(s) and director(s) were appointed and elected. The disclosure required by Item 5.01(a)(8) of Form 8-K was previously filed with the Securities and Exchange Commission on Form 10-12G filed on August 9, 2016 as amended and supplemented by the information contained in this report. The Registrant has been formed to serve as a company to raise funds for the development of companies to be acquired that have excellent growth strategies and returns for the investor. Management of the Registrant has experience in marketing, fund raising and business development. The Registrant hopes to show high returns by undertaking a high risk diverse portfolio ranging from construction to antiques to collectible whiskey to sunscreen. The Company is authorized to issue 100,000,000 shares of common stock and 20,000,000 shares of preferred stock. As of March 31, 2017, 40,500,000 shares of common stock and no preferred stock were issued and outstanding. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 6 – SUBSEQUENT EVENTS Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events”, through January 15, 2018, the date which the financial statements were available to be issued and there are no material subsequent events, except as detailed below: During April 2017 through Present, the Company issued 171,900 shares of common stock and received 45 subscriptions for 617,694 additional shares of common stock at $0.50 per share to 39 shareholders through private placements, which are all unrelated parties, for net proceeds of $395,028. Fah Mai Holdings Co., Ltd. (“Fah Mai Thailand”), a Thailand company formed in April 10, 2017 and controlled by the majority shareholders of the Company, received all of the net proceeds from the above-mentioned private placements, which constituted the initial and only source of capital of Fah Mai Thailand. Fah Mai Thailand had no operation prior to receiving those proceeds. Based on these factors, the Company has become the primary beneficiary of Fah Mai Thailand in accordance with FASB ASC 810. Fah Mai Thailand is considered a variable interest entity (“VIE”) to the Company subject to consolidation as of the first sale of the Company’s common stock on April 17, 2017 in the private placement. Fah Mai Thailand’s financial statements will be consolidated in the Company’s financial statements as of this date. In November 2017, the Company acquired all outstanding shares of common stock of Fah Mai Holdings Limited and Platinum Casks Limited, two United Kingdom companies newly formed in November 2017, from a major shareholder of the Company. These entities had no operation prior to the acquisition. As of November 7, 2017, these entities became wholly owned subsidiaries of the Company and will be consolidated into the Company’s financial statements as of this date. |
Summary of Significant Accoun12
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. There were no cash equivalents as of March 31, 2017 and December 31, 2016, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking institutions. The Company did not have cash balances in excess of the Federal Deposit Insurance Corporation limit as of March 31, 2017 and December 31, 2016, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents and accounts payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The carrying amounts reported in the balance sheets for cash, accounts payable and accrued expenses approximate their fair market value based on the short-term maturity of these instruments. |
Income Taxes | Income Taxes Under ASC 740, “Income Taxes,” deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. As of March 31, 2017 and December 31, 2016, there were no deferred taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration. |
Basic and Diluted Net Income (Loss) Per Share | Basic and Diluted Net income (Loss) per Share Basic loss per common share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of March 31, 2017 and December 31, 2016, there are no outstanding dilutive securities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2016, the FASB issued Accounting Standards Update No. 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” (“ASU 2016-18”) In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In 2015, the FASB issued ASU No. 2015-17, “ Income Taxes” Balance Sheet Classification of Deferred Taxes In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Operating loss | $ 1,000 | |
Working capital deficit | 5,250 | |
Accumulated deficit | $ 8,562 | $ 7,562 |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||
Cash equivalents | ||
Cash balances in FDIC Corp | ||
Deferred taxes due | ||
Outstanding dilutive securities |
Accrued Liabilities (Details Na
Accrued Liabilities (Details Narrative) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued liabilities for professional fees | $ 5,250 | $ 5,250 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Feb. 27, 2017 | Feb. 26, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Number of common shares issued | 40,000,000 | |||
Discount of shares issued amount | $ 4,000 | $ (2,050) | ||
Percentage of outstanding common stock | 98.70% | |||
Number of shares cancelled | 19,500,000 | |||
Common stock shares authorized | 100,000,000 | 100,000,000 | ||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 | ||
Common stock, shares issued | 40,500,000 | 20,000,000 | ||
Common stock, shares outstanding | 40,500,000 | 20,000,000 | 40,500,000 | 20,000,000 |
Preferred stock, shares issued | ||||
Preferred stock, shares outstanding | ||||
Louis Joseph Haseman [Member] | ||||
Number of common shares issued | 40,000,000 | |||
Number of common stock redeemed | 19,500,000 | |||
Common stock, shares outstanding | 20,000,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | Feb. 27, 2017shares | Apr. 30, 2017USD ($)Integer$ / sharesshares |
Number of common stock shares issued | 40,000,000 | |
Subsequent Event [Member] | ||
Number of common stock shares issued | 171,900 | |
Number of subscriptions | Integer | 45 | |
Shares issued price per share | $ / shares | $ .50 | |
Number of shareholders | Integer | 39 | |
Proceeds from issuance of common stock | $ | $ 395,028 | |
Subsequent Event [Member] | Private Placement [Member] | ||
Number of common stock shares issued | 617,694 |