UNITED STATES
SECURITIES AND EXHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 1-SA
SEMIANNUAL REPORT PURSUANT TO REGULATION A
For the fiscal semiannual period ended: July 31, 2020
FAST CASUAL CONCEPTS INC
(Exact Name of Registrant as Specified in its Charter)
| Wyoming | 834100110 |
| (State or other jurisdiction | (IRS Employer |
| of Incorporation) | Identification Number) |
141 Amsterdam Rd.,
Grove City, PA 16127
(Address of Principal Executive Offices)
801-871-5225
| Item 1. | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
The following presents managements analysis of the financial condition of Fast Casual Concepts Inc.as of July, 31 2020.
Management's Discussion and Analysis of Financial Condition and Results of Operations.
Forward-looking Statements
Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words "may," "would," "could," "should," "expects," "projects," "anticipates," "believes," "estimates," "plans," "intends," "targets" or similar expressions.
Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, international gold prices, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.
Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.
Results of Operations
For The Six Months Ended June 30, 2020 Compared to the period from Inception on March 23, 2019 through June 30, 2019
Revenues
We had $412,336 in revenues from food and beverage sales at our three stores during the six months ended June 30, 2020. We had no revenue with no stores open during the period from inception on March 23, 2019 through June 30, 2019.
Operating Expenses
Operating expenses were $599,959 and $10,932 for the six months ended June 30, 2020 and the period from inception on March 23, 2019 through June 30, 2019, respectively. The increase in operating expenses is in all categories, as discussed in detail below, and are a result of the commencement of our operations of three stores since the period ended June 30 2019.
Cost of sales was $198,266 and $0 for the six months ended June 30, 2020 and the period from inception on March 23, 2019 through June 30, 2019, respectively, and consists of food, beverage and service supplies used in our three operating stores.
Facility expenses increased $27,523, to $31,590 in the six months ended June 30, 2020 compared to $4,067 during the period from inception on March 23, 2019 through June 30, 2019. The increase is due to the entry into four leases for our three currently operating stores and our one store under construction.
Compensation expense and general and administrative expenses increased by $159,877 and $154,580 in the six months ended June 30, 2020 to $163,440 and $157,882, compared to $3,563 and $3,302 during the period from inception on March 23, 2019 through June 30, 2019, respectively. The increases are directly related to the operations and administrative expense requirements of the three new operating stores and our one store under construction.
Depreciation and amortization expense was $48,781 in the six months ended June 30, 2020 due to placing three new stores into operations in the third quarter of 2019 and first quarter of 2020. There were no operating stores during the period from inception on March 23, 2019 through June 30, 2019.
We incurred an operating loss of $187,623 during the six months ended June 30, 2020, as compared to $10,932 during the period from inception on March 23, 2019 through June 30, 2019. The $176,691 increase is mainly due to the due to the increases in administrative expenses as discussed above.
We incurred total other expense of $862,518 during the six months ended June 30, 2020, as compared to income of $665 in the six months ended June 30, 2019. The $863,183 increase, is mainly due to a $680,000 loss on issuance of convertible debt and $183,552 in debt discount amortization expense as a result of the issuance of common stock as inducement to convertible note holders.
Loss from Operations
Net loss from operations totaled $187,623 and 10,932, for the six months ended June 30, 2020 and the period from inception on March 23, 2019 through June 30, 2019, respectively. The increase in net loss is due to the commencement of operations of three store locations during the second half of 2019 resulting in operating expenses as discussed above during the six months ended June 30, 2020 totaling $599,959 being in excess of revenues of $412,336. We had no such revenues during the prior comparable period and a minimal $10,932 of operating expenses.
Liquidity
Current assets at June 30, 2020 totaled $34,206 and was composed of $4,865 in cash, $3,680 in accounts receivable and $25,661 in inventory, as compared to current assets of $13,971 consisting of cash of $2,165 and inventory of $11,806 at December 31, 2019. The increases are due to the commencement of operations of three store locations during the second half of 2019.
During the six months ended June 30, 2020, our operating activities used net cash of $191,307 compared to $10,444 in the comparable 2019 period. The increase of $180,863 in cash used in operations is mainly due to the $174,091 increase in net loss as discussed above and a net increase of $68,920 in liabilities, partially offset by a $14,805 increase in net assets and a $47,343 increase in non-cash depreciation and amortization.
Cash used in investing activities was $32,811 in the six months ended June 30, 2020 period and $6,438 in the comparable 2019 period. Cash payments of $66,721 and $6,438 were made for furniture and equipment purchases during the six months ended June 30, 2020 as compared to the prior 2019 period. We received lease incentive payments from our landlord of $33,910 during the six months ended June 30, 2020, there were no such incentive payments in the comparable 2019 period.
Financing activities provided $226,818 in cash during the six months ended June 30, 2020. We received $131,770 in proceeds and repaid $5,467 in principal on notes payable to related parties, $105,100 in proceeds from US government stimulus loans and repaid $4,585 on notes payable. We received $17,036 in proceeds on notes payable to related parties during the period ended June 30, 2019.
At June 30, 2020, the Company had working capital $255,144, as compared to $348,806 at December 31, 2019.
| Item 2. | Other Information |
None
| Item 3. | Financial Statements |
Fast Casual Concepts Inc
Balance Sheet
As of June 30, 2020
(unaudited)
| Total | ||||
| ASSETS | ||||
| CURRENT ASSETS | ||||
| Cash | 4,865 | |||
| Accounts receivable | 3,680 | |||
| Inventory | $ | 25,661 | ||
| Total Current Assets | $ | 34,206 | ||
| OTHER NON-CURRENT ASSETS | ||||
| Property, equipment, net | 532,863 | |||
| Lease Assets | 511,040 | |||
| Deposits | $ | 511,863 | ||
| TOTAL ASSETS | $ | 1,089,889 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current Liabilities: | ||||
| Accounts payable and accrued expenses | 78,854 | |||
| Lease Liabilities | 84,099 | |||
| Notes payable, current portion | 23,564 | |||
| Notes payable, related party | $ | 102,803 | ||
| Total Current Liabilities | $ | 289,320 | ||
| OTHER NON- CURRENT LIBAILITIES | ||||
| Operating lease liabilities | 456,488 | |||
| Notes payable, related portion | $ | 636,419 | ||
| Notes payable | $ | 202,354 | ||
| TOTAL LIABILITIES | 1,584,581 | |||
| STOCKHOLDERS’ DEFICIT | ||||
| Common stock; $0.001 par value, 750,000,000 shares authorized and 100,000,000 and 100,000,000 shares issued and outstanding, respectively | 100,000 | |||
| Additional paid-in capital | (90,000 | ) | ||
| Accumulated deficit | (504,692 | ) | ||
| Total stockholders’ deficit | (494,694 | ) | ||
| TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ | 1,089,889 | ||
FAST CASUAL CONCEPTS INC PROFIT AND LOSS
July 31, 2020
(unaudited)
| July 31, 2020 | ||||
| REVENUES | ||||
| Food and beverage sales | 412,336 | |||
| Total Revenue | 412,336 | |||
| COSTS AND EXPENSES | ||||
| Cost of sales | 198,266 | |||
| Facility expenses | 31,590 | |||
| Compensation expense | 163,440 | |||
| General and administrative | 157,882 | |||
| Depreciation and amortization | 48,781 | |||
| Total operating expenses | 599,959 | |||
| Loss from Operation | (187,623 | ) | ||
| OTHER INCOME (EXPENSE) | 31,39553 | |||
| Other income-EIDL grant | 10,000 | |||
| Interest expense | (7,400 | ) | ||
| Total other expense | 2,600 | |||
| Loss before income taxes | (185,023 | ) | ||
| Provision for income taxes | — | |||
| Net Loss | (185,023 | ) | ||
| Basic loss per common share | (0.00 | ) | ||
| Basic weighted average common shares outstanding | 100,000,000 | |||
| Additional | Total | |||||||||||||||||||
| Common Stock | Paid-in | Accumulated | Stockholders' | |||||||||||||||||
| Shares | Amount | Capital | Deficit | Deficit | ||||||||||||||||
| Balance, Inception March 23, 2019 | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
| Net loss for the period ended June 30, 2019 | — | — | — | (10,932 | ) | (10,932 | ) | |||||||||||||
| Balance, June 30, 2019 | — | $ | — | $ | — | $ | (10,932 | ) | $ | (10,932 | ) | |||||||||
| Additional | Total | |||||||||||||||||||
| Common Stock | Paid-in | Accumulated | Stockholders' | |||||||||||||||||
| Shares | Amount | Capital | Deficit | Deficit | ||||||||||||||||
| Balance, December 31, 2019 | 10,000,000 | $ | 10,000 | $ | — | $ | (319,669 | ) | $ | (309,669 | ) | |||||||||
| Forward split, 10-for-1 | 90,000,000 | 90,000 | (90,000 | ) | — | — | ||||||||||||||
| Net loss for the six months ended June 30, 2020 | — | — | — | (185,023 | ) | (185,023 | ) | |||||||||||||
| Balance, June 30, 2020 | 100,000,000 | $ | 100,000 | $ | (90,000 | ) | $ | (504,692 | ) | $ | (494,692 | ) | ||||||||
| For the Six Months Ended June 30, 2020 | For the Period from Inception on March 23, 2019 Through June 30, 2019 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | (185,023 | ) | $ | (10,932 | ) | ||
| Adjustments to reconcile net loss to net | ||||||||
| cash (used) provided by operating activities: | ||||||||
| Depreciation and amortization expense | 48,781 | 1,438 | ||||||
| Common stock issued for services | — | — | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Increase in inventory | (13,855 | ) | (777 | ) | ||||
| Increase in accounts receivable | (3,680 | ) | — | |||||
| Decrease in leased assets | 35,016 | 2,717 | ||||||
| Increase in other assets | (4,975 | ) | (4,239 | ) | ||||
| Decrease in accounts payable and accrued expenses | (6,721 | ) | 2,700 | |||||
| Decrease in lease liabilities | (60,850 | ) | (1,351 | ) | ||||
| Net cash used in operating activities | (191,307 | ) | (10,444 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Cash received from leasehold improvements | 33,910 | — | ||||||
| Purchase pf property and equipment | (66,721 | ) | (6,438 | ) | ||||
| Net cash used in financing activities | (32,811 | ) | (6,438 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from the issuance of notes payable, related party | 131,770 | 17,036 | ||||||
| Proceeds from stimulus loans | 105,100 | — | ||||||
| Payments on notes payable, related party | (5,467 | ) | — | |||||
| Payments on notes payable | (4,585 | ) | — | |||||
| Net cash provided by financing activities | 226,818 | 17,036 | ||||||
| Net change in cash | 2,700 | 154 | ||||||
| Cash, beginning of period | 2,165 | — | ||||||
| Cash, end of period | $ | 4,865 | $ | 154 | ||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||||
| Cash paid for interest | $ | 7,419 | $ | — | ||||
| Cash paid for taxes | $ | — | $ | — | ||||
| SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | ||||||||
| Leased assets acquired through operating lease | $ | 127,428 | $ | 113,624 | ||||
| Notes payable issued for accounts payable | $ | 25,750 | $ | — | ||||
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on October 28, 2020.
| FAST CASUAL CONCEPTS INC | ||
| By: | /s/ George Athanasiadis | |
| Name: | George Athanasiadis | |
| Title: | President, Chief Executive Officer and Director | |
Pursuant to the requirements of Regulation A, this report has been signed below by the following persons on behalf of the issuer and in the capacities on October 28, 2020.
| /s/ George Athanasiadis |
| Name: George Athanasiadis |
| President, Chief Executive Officer and Director |
| (Principal Executive Officer) |
| /s/ Tim Seivers |
| Name: Tim Seivers |
| Chief Operating Officer |
