Cover
Cover - shares | 6 Months Ended | |
Dec. 31, 2021 | Feb. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 000-56326 | |
Entity Registrant Name | AG ACQUISITION GROUP III, INC. | |
Entity Central Index Key | 0001874999 | |
Entity Tax Identification Number | 87-1779429 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 625 N. Flagler Drive | |
Entity Address, Address Line Two | Suite 600 | |
Entity Address, City or Town | West Palm Beach | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33401 | |
City Area Code | (800) | |
Local Phone Number | 341-2684 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | true | |
Entity Common Stock, Shares Outstanding | 10,000,000 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
CURRENT ASSETS: | ||
Cash | $ 2,123 | $ 1,000 |
Prepaids | 5,000 | |
Subtotal | 2,123 | 6,000 |
Total Assets | 2,123 | 6,000 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Current Liabilities | ||
Total Liabilities | ||
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock $0.0001 par value: 5,000,000 shares authorized; none issued and outstanding | ||
Common stock $0.0001 par value: 100,000,000 shares authorized; 10,000,000 shares issued and outstanding | 1,000 | 1,000 |
Additional paid in capital | 11,000 | 5,000 |
Accumulated Deficit | (9,877) | (6,000) |
Total Stockholders’ Equity | 2,123 | 6,000 |
Total Liabilities and Stockholders’ Equity | $ 2,123 | $ 6,000 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2021 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 10,000,000 | 10,000,000 |
Common stock, shares outstanding | 10,000,000 | 10,000,000 |
Condensed Statement of Operatio
Condensed Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | ||
Costs and Expenses: | ||
General and administrative: professional fees | $ 3,774 | 9,877 |
Loss from operations before income taxes | (3,774) | (9,877) |
Income tax provision | ||
Net Loss | $ (3,774) | $ (9,877) |
Basic and diluted per share amounts: | ||
Basic and diluted net loss per share | ||
Basic and diluted weighted average shares outstanding | 10,000,000 | 10,000,000 |
Statement of Changes in Stockho
Statement of Changes in Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jun. 30, 2021 | $ 1,000 | $ 5,000 | $ 6,000 | |
Beginning balance, shares at Jun. 30, 2021 | 10,000,000 | |||
Capital contribution | 1,000 | 1,000 | ||
Net loss | (6,103) | (6,103) | ||
Ending balance, value at Sep. 30, 2021 | $ 1,000 | 6,000 | (6,103) | 897 |
Ending balance, shares at Sep. 30, 2021 | 10,000,000 | |||
Beginning balance, value at Jun. 30, 2021 | $ 1,000 | 5,000 | 6,000 | |
Beginning balance, shares at Jun. 30, 2021 | 10,000,000 | |||
Net loss | (9,877) | |||
Ending balance, value at Dec. 31, 2021 | $ 1,000 | 11,000 | (9,877) | 2,123 |
Ending balance, shares at Dec. 31, 2021 | 10,000,000 | |||
Beginning balance, value at Sep. 30, 2021 | $ 1,000 | 6,000 | (6,103) | 897 |
Beginning balance, shares at Sep. 30, 2021 | 10,000,000 | |||
Capital contribution | 5,000 | 5,000 | ||
Net loss | (3,774) | (3,774) | ||
Ending balance, value at Dec. 31, 2021 | $ 1,000 | $ 11,000 | $ (9,877) | $ 2,123 |
Ending balance, shares at Dec. 31, 2021 | 10,000,000 |
Statement of Cash Flows (Unaudi
Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net Loss | $ (3,774) | $ (6,103) | $ (9,877) |
Prepaid Expenses | 5,000 | ||
Cash used in operating activities | 4,877 | (4,877) | |
Cash flows from financing activities: | |||
Proceeds from contributions from stockholders | 6,000 | ||
Cash provided by financing activities | 6,000 | ||
Net increase in cash | 1,123 | ||
Cash-beginning of period | $ 1,000 | 1,000 | |
Cash-end of period | $ 2,123 | 2,123 | |
Supplemental Cash Information: | |||
Interest paid in cash | |||
Taxes paid in cash |
ORGANIZATION AND NATURE OF OPER
ORGANIZATION AND NATURE OF OPERATIONS | 6 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND NATURE OF OPERATIONS | NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS AG Acquisition Group III, Inc. (the “Company”) was incorporated in the State of Delaware on June 22, 2021 and established a fiscal year end of June 30. The Company was formed to engage in any lawful business. The Company’s activities since formation have been limited to issuing shares to its founding stockholders for cash and setting up its corporate entity. The Company’s initial business plan is to seek and engage in an as of yet unidentified merger or acquisition. The Company will not restrict its search to any specific business, industry, or geographical location and the Company may participate in a business venture of virtually any kind or nature. This discussion of the proposed business is purposefully general and is not meant to be restrictive of the Company’s virtually unlimited discretion to search for and enter into potential business opportunities. 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, as amended. |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying interim unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for interim financial information. However, such information reflects all adjustments consisting of normal recurring accruals which are, in the opinion of management, necessary for a fair statement of the Company’s financial position and results of operations for the interim period presented. The results for the three months and six months ended December 31, 2021 are not indicative of annual results. The accompanying unaudited financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. The Company has not earned any revenue from operations since inception. USE OF ESTIMATES The preparation of financial statements in conformity with U.S. GAAP 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 periods. Actual results could differ from those estimates. CASH AND CASH EQUIVALENTS Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. The Company held no INCOME TAXES Under the Financial Accounting Standards Board’s (the “FASB”) Accounting Standards Codification (“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 December 31, 2021, there were no deferred taxes due to the uncertainty of generating taxable income to utilize the net operating loss carry forwards. LOSS PER COMMON SHARE Basic loss per common share excludes dilution and loss is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflects 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. During the period from June 30, 2021 through December 31, 2021, there were no outstanding dilutive securities. AG ACQUISITION GROUP III, INC. Notes to Unaudited Financial Statements December 31, 2021 FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to its short-term nature. RECENT ACCOUNTING PRONOUNCEMENTS Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 3 – GOING CONCERN Since the inception of the Company through December 31, 2021, the Company did not generate cash or revenue. During the six month period ended December 31, 2021, the Company incurred a loss of $ 9,877 4,877 . The Company had working capital of $ 2,123 as of December 31, 2021. The Company’s continuation as a going concern is dependent on its ability to obtain additional financing from its stockholders or other sources, as may be required, to meet is financial obligations as they become due. The accompanying unaudited financial statements have been prepared assuming that the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. The Company currently has no commitments for the purchase of its equity. If the Company is unable to acquire additional working capital, it may not be able to execute its business plan. |
STOCKHOLDER_S EQUITY
STOCKHOLDER’S EQUITY | 6 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
STOCKHOLDER’S EQUITY | NOTE 4 – STOCKHOLDER’S EQUITY Effective June 22, 2021, the Company issued a total of 10,000,000 shares of $ 0.0001 par value common stock to entities owned and controlled by the Company’s two officers and directors. The shares were issued for $ 0.0006 per share for a total of $ 6,000 . The Company is authorized to issue 100,000,000 shares of common stock, par value $ 0.0001 , and 5,000,000 shares of preferred stock, par value $ 0.0001 . The Company has designated 1,000,000 shares as Series A Preferred Stock. Each share of Series A Preferred Stock is entitled to 1,000 votes on any matter submitted to the holders of common stock . The Series A Preferred Stock is not convertible and is not entitled to dividends. As of December 31, 2021, there were 10,000,000 shares of common stock and no shares of preferred stock issued and outstanding. During the six month period ended December 31, 2021, the Company received $ 6,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 5 – RELATED PARTY TRANSACTIONS Since inception entities owned and controlled by the Company’s sole officers and directors have provided the Company with its only cash for operations. That is, entities, owned and controlled by the Company’s sole officers and directors purchased a total of 10,000,000 shares of common stock for a total of $ 6,000 and have provided additional paid in capital of $ 6,000 for working capital purposes. The Company uses the office address of an officer and director, without charge. The same officer has also provided legal services to the Company as of December 31, 2021, without charge. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in conformity with U.S. GAAP 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 periods. Actual results could differ from those estimates. |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. The Company held no |
INCOME TAXES | INCOME TAXES Under the Financial Accounting Standards Board’s (the “FASB”) Accounting Standards Codification (“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 December 31, 2021, there were no deferred taxes due to the uncertainty of generating taxable income to utilize the net operating loss carry forwards. |
LOSS PER COMMON SHARE | LOSS PER COMMON SHARE Basic loss per common share excludes dilution and loss is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflects 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. During the period from June 30, 2021 through December 31, 2021, there were no outstanding dilutive securities. AG ACQUISITION GROUP III, INC. Notes to Unaudited Financial Statements December 31, 2021 |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to its short-term nature. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 6 Months Ended | |
Dec. 31, 2021 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||
Cash and cash equivalents | $ 0 | $ 0 |
Deferred Tax Assets, Net of Valuation Allowance | $ 0 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net Income (Loss) Attributable to Parent | $ 3,774 | $ 6,103 | $ 9,877 |
Net Cash Provided by (Used in) Operating Activities | 4,877 | (4,877) | |
[custom:WorkingCapital-0] | $ 2,123 | $ 2,123 |
STOCKHOLDER_S EQUITY (Details N
STOCKHOLDER’S EQUITY (Details Narrative) - USD ($) | Jun. 22, 2021 | Dec. 31, 2021 | Jun. 30, 2021 |
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |
Proceeds from Issuance of Common Stock | $ 6,000 | ||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |
Common Stock, Shares, Outstanding | 10,000,000 | 10,000,000 | |
Preferred Stock, Shares Outstanding | 0 | 0 | |
Series A Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 1,000,000 | ||
Preferred Stock, Voting Rights | Each share of Series A Preferred Stock is entitled to 1,000 votes on any matter submitted to the holders of common stock | ||
Two Officers and Directors [Member] | |||
Class of Stock [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 10,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | ||
Shares Issued, Price Per Share | $ 0.0006 | ||
Proceeds from Issuance of Common Stock | $ 6,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Dec. 31, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||||
Proceeds from Issuance of Common Stock | $ 6,000 | |||
Adjustments to Additional Paid in Capital, Other | $ 6,000 | $ 5,000 | $ 1,000 | |
Officers and Directors [Member] | ||||
Related Party Transaction [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | 10,000,000 | |||
Proceeds from Issuance of Common Stock | $ 6,000 |