Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Mar. 23, 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 | Sep. 30, 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 | Q3 | |
Document Fiscal Year Focus | 2,017 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash | ||
Total Current Assets | ||
Advance to related entity - in anticipation of merger | 197,640 | |
TOTAL ASSETS | 197,640 | 0 |
CURRENT LIABILITIES | ||
Accrued Liabilities | 5,250 | |
Stock Subscriptions Payable | 125,620 | |
Total Current Liabilities | 125,620 | 5,250 |
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred Stock; $0.0001 par value, 20,000,000 shares authorized; no shares issued and outstanding | ||
Common stock; $0.0001 par value, 100,000,000 shares authorized; 40,671,900 and 20,000,000 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 4,067 | 2,000 |
Additional Paid-in Capital | 85,295 | 312 |
Accumulated Deficit | (17,342) | (7,562) |
Total Stockholders’ Equity (Deficit) | 72,020 | (5,250) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 197,640 | $ 0 |
Condensed Balance Sheets (Unau3
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 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 | 40,671,900 | 20,000,000 |
Common stock, shares outstanding | 40,671,900 | 20,000,000 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 2 Months Ended | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2017 | |
Income Statement [Abstract] | |||
REVENUES | |||
OPERATING EXPENSES | |||
General and Administrative Expenses | 3,562 | 3,465 | 9,780 |
Total Operating Expenses | (3,562) | (3,465) | (9,780) |
OPERATING LOSS | (3,562) | (3,465) | (9,780) |
Interest Expense | |||
NET LOSS BEFORE INCOME TAXES | (3,562) | (3,465) | (9,780) |
Provision for Income Taxes | |||
NET LOSS | $ (3,562) | $ (3,465) | $ (9,780) |
BASIC AND DILUTED LOSS PER SHARE | $ 0 | $ 0 | $ 0 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | 20,000,000 | 40,671,900 | 36,175,513 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 2 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2017 | |
OPERATING ACTIVITIES | ||
Net loss | $ (3,562) | $ (9,780) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Common stock issued for services | 2,000 | |
Expenses paid by stockholder and contributed as capital | 312 | 1,400 |
Changes in operating assets and liabilities | ||
Accrued liabilities | 1,250 | (5,250) |
Net Cash Used in Operating Activities | (13,630) | |
INVESTING ACTIVITIES | ||
Issuance of funds to related party | (197,640) | |
Net Cash Used in Financing Activities | (197,640) | |
FINANCING ACTIVITIES | ||
Proceeds from stock subscriptions payable | 125,620 | |
Proceeds from sale of common stock | 85,650 | |
Net Cash Provided by Financing Activities | 211,270 | |
NET INCREASE (DECREASE) IN CASH | ||
CASH AT BEGINNING OF PERIOD | ||
CASH AT END OF PERIOD | ||
CASH PAID FOR: | ||
Interest | ||
Income taxes |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 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. The Company is contemplating a combination with a related entity as discussed in Note 4, but no agreements are currently in place, and 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. The Company chose December 31 as its fiscal year end. The accompanying unaudited financial statements have been prepared by Fah Mai Holdings, Inc. (the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its Form 10-K for the year ended December 31, 2016. Operating results for the nine months ended September 30, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017. |
Going Concern
Going Concern | 9 Months Ended |
Sep. 30, 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 an operating loss of $9,780 for the nine months ended September 30, 2017. The Company had a working capital deficit of $125,620 and an accumulated deficit of $17,342 as of September 30, 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 | 9 Months Ended |
Sep. 30, 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 September 30, 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 September 30, 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 September 30, 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 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 September 30, 2017 and December 31, 2016, there are no outstanding dilutive securities. |
Advance to Related Entity
Advance to Related Entity | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Advance to Related Entity | NOTE 4 – ADVANCE TO RELATED ENTITY As of September 30, 2017, the Company had issued funds to a related party entity in the amount of $197,640 in anticipation of acquiring or merging the entity with the Company. Between April 17, 2017 and September 26, 2017, the Company received $211,270 from individuals where they had issued 171,900 shares of common stock to seven individuals at $0.48 - $0.50 per share. All of these proceeds have been loaned to a related party, 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. The Company has recorded a receivable from a related entity on its books for these funds. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | NOTE 5 – ACCRUED LIABILITIES As of September 30, 2017 and December 31, 2016, the Company had accrued liabilities of $0 and $5,250, respectively, for professional fees. |
Stock Subscriptions Payable
Stock Subscriptions Payable | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stock Subscriptions Payable | NOTE 6 – STOCK SUBSCRIPTIONS PAYABLE As of September 30, 2017, the Company had received $125,620 in stock subscriptions from 14 investors for 253,540 shares of the Company’s $0.0001 par value common stock. These subscriptions have not been accepted or the shares issued by the Company as of March 23, 2018, and accordingly have been recorded as stock subscriptions payable pending acceptance and subsequent issuance of shares in accordance with an applicable stock subscription agreement. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Common Stock | NOTE 7 – COMMON STOCK On February 27, 2017, the Company issued 40,000,000 shares of its common stock at par representing 98.7% of the total outstanding 40,500,000 shares of common stock to the Company’s current CEO. With the issuance of the stock and the concurrent cancellation of 19,500,000 shares of stock previously held by the Company’s former officers and directors of the preexisting 20,000,000 shares, the Company effected a change in its control and the new majority shareholder elected new management of the Company. The Company changed its name as part of the change in control. Between April 17, 2017 and June 14, 2017, the Company issued 171,900 shares of common stock to seven individuals at $0.48 - $0.50 per share and received $85,650 in cash. The Company is authorized to issue 100,000,000 shares of common stock and 20,000,000 shares of preferred stock. As of September 30, 2017, 40,671,900 shares of common stock and no preferred stock were issued and outstanding. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8 – SUBSEQUENT EVENTS Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through March 23, 2018, the date which the financial statements were available to be issued and there are no material subsequent events, except as detailed below: During October 2017 through present, the Company received 50 subscriptions for 642,941 additional shares of common stock to 29 shareholders through stock subscription agreements, which are all unrelated parties, for net proceeds of $308,234. All of these proceeds have been loaned to a related party, 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. The Company has recorded a note receivable from a related party on its books for these funds. 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 Accoun14
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 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 September 30, 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 September 30, 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 September 30, 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 (Loss) Per Share | Basic and Diluted 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 September 30, 2017 and December 31, 2016, there are no outstanding dilutive securities. |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Operating loss | $ 3,562 | $ 3,465 | $ 9,780 | |
Working capital deficit | 125,620 | 125,620 | ||
Accumulated deficit | $ 17,342 | $ 17,342 | $ 7,562 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jul. 21, 2016 | |
Accounting Policies [Abstract] | ||||
Cash equivalents | ||||
Cash balances in FDIC Corp | ||||
Deferred taxes due | ||||
Outstanding dilutive securities |
Advance to Related Entity (Deta
Advance to Related Entity (Details Narrative) - USD ($) | 2 Months Ended | 5 Months Ended | 9 Months Ended | |
Jun. 14, 2017 | Sep. 30, 2016 | Sep. 26, 2017 | Sep. 30, 2017 | |
Issuance of funds to related party | $ 197,640 | |||
Seven Individuals [Member] | ||||
Stock issued during period, shares | 171,900 | 171,900 | ||
Proceeds from related party debt | $ 211,270 | |||
Seven Individuals [Member] | Minimum [Member] | ||||
Shares issued, price per share | $ 0.48 | $ 0.48 | ||
Seven Individuals [Member] | Maximum [Member] | ||||
Shares issued, price per share | $ 0.50 | $ 0.50 |
Accrued Liabilities (Details Na
Accrued Liabilities (Details Narrative) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued liabilities for professional fees | $ 5,250 |
Stock Subscriptions Payable (De
Stock Subscriptions Payable (Details Narrative) - USD ($) | 2 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 | |
Proceeds from stock subscriptions payable | $ 125,620 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Fourteen Investors [Member] | |||
Proceeds from stock subscriptions payable | $ 125,620 | ||
Stock issued during period, shares | 253,540 | ||
Common stock, par value | $ 0.0001 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Feb. 27, 2017 | Jun. 14, 2017 | Sep. 30, 2016 | Sep. 26, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Common stock, shares outstanding | 40,671,900 | 20,000,000 | ||||
Proceeds from sale of common stock | $ 85,650 | |||||
Common stock shares authorized | 100,000,000 | 100,000,000 | ||||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 | ||||
Common stock, shares issued | 40,671,900 | 20,000,000 | ||||
Preferred stock, shares issued | ||||||
Preferred stock, shares outstanding | ||||||
Seven Individuals [Member] | ||||||
Number of common shares issued | 171,900 | 171,900 | ||||
Proceeds from sale of common stock | $ 85,650 | |||||
Seven Individuals [Member] | Minimum [Member] | ||||||
Shares issued, price per share | $ 0.48 | $ 0.48 | ||||
Seven Individuals [Member] | Maximum [Member] | ||||||
Shares issued, price per share | $ 0.50 | $ 0.50 | ||||
Chief Executive Officer [Member] | ||||||
Number of common shares issued | 40,000,000 | |||||
Percentage of outstanding common stock | 98.70% | |||||
Common stock, shares outstanding | 40,500,000 | |||||
Number of shares cancelled | 19,500,000 | |||||
Chief Executive Officer [Member] | Preexisting [Member] | ||||||
Common stock, shares outstanding | 20,000,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | 1 Months Ended | 2 Months Ended | 9 Months Ended |
Oct. 31, 2017USD ($)Integershares | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | |
Proceeds from issuance of common stock | $ | $ 85,650 | ||
Subsequent Event [Member] | Stock Subscription Agreements [Member] | |||
Number of subscriptions | Integer | 50 | ||
Number of shareholders | Integer | 29 | ||
Subsequent Event [Member] | Stock Subscription Agreements [Member] | 29 Shareholders [Member] | |||
Number of common stock shares issued | shares | 642,941 | ||
Proceeds from issuance of common stock | $ | $ 308,234 |