QHSLab (USAQ) 10-K 7 Aug 18 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Aug. 06, 2018	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	USA EQUITIES CORP.
Entity Central Index Key	856,984
Document Type	10-K
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 33,014
Entity Common Stock, Shares Outstanding		3,590,135
Trading Symbol	USAQ
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Assets
Total Assets	$ 0	$ 0
Current Liabilities:
Accounts payable - trade	10,943	12,906
Accrued Expenses	73,065	61,783
Advances from and accruals due to related party	70,339	56,410
Total current liabilities	154,347	131,099
Total long-term liabilities	329,181	329,181
Total liabilities	483,528	460,280
Stockholders' Deficit:
Preferred stock, 10,000,000 shares authorized, $0.0001 par value; none issued and outstanding
Common stock, 900,000,000 shares authorized, $0.0001 par value; 3,588,740 and 5,988,740 shares issued and outstanding at December 31, 2016 and December 31, 2015, respectively	359	599
Additional paid-in capital	720,941	1,368,701
Common stock subscriptions receivable		(648,000)
Accumulated deficit	(1,204,828)	(1,181,580)
Total stockholders' deficit	(483,528)	(460,280)
Total liabilities and stockholders' deficit	$ 0	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, shares authorized	900,000,000	900,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	3,588,740	5,988,740
Common stock, shares outstanding	3,588,740	5,988,740

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Statement [Abstract]
Revenue
Costs and Expenses:
General and administrative	11,966	38,142
Interest	11,282	11,472
Loss on conversion of debt		672,500
Total general and administrative expenses	23,248	722,114
Net operating loss	(23,248)	(722,114)
Income taxes
Net loss	$ (23,248)	$ (722,114)
Basic and diluted net loss	$ 0	$ (0.23)
Weighted average shares outstanding (basic and diluted)	4,188,740	3,142,713

Statement of Stockholders' Defi

Statement of Stockholders' Deficit - USD ($)	Common Stock [Member]	Additional Paid-In Capital [Member]	Subscription Receivable [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2014	$ 109	$ 46,191		$ (459,466)	$ (413,166)
Balance, shares at Dec. 31, 2014	1,088,740
Stock issued upon conversion of debt	$ 250	674,750			675,000
Stock issued upon conversion of debt, shares	2,500,000
Stock issued to acquire real estate	$ 240	647,760	(648,000)
Stock issued to acquire real estate, shares	2,400,000
Net loss				(722,114)	(722,114)
Balance at Dec. 31, 2015	$ 599	1,368,701	(648,000)	(1,181,580)	(460,280)
Balance, shares at Dec. 31, 2015	5,988,740
Stock cancelled	$ (240)	(647,760)	648,000
Stock cancelled, shares	(2,400,000)
Net loss				(23,248)	(23,248)
Balance at Dec. 31, 2016	$ 359	$ 720,941		$ (1,204,828)	$ (483,528)
Balance, shares at Dec. 31, 2016	3,588,740

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Cash flows used by operating activities
Net loss	$ (23,248)	$ (722,114)
Adjustments required to reconcile net loss to cash used in operating activities:
Loss realized on conversion of debt		672,500
Changes in net assets and liabilities:
Increase (decrease) in accounts payable and accrued expenses	9,319	11,579
Cash flows used in operating activities	(13,929)	(38,035)
Cash flows from financing activities:
Proceeds of related party borrowings	13,929	38,035
Cash provided by financing activities	13,929	38,035
Change in cash
Cash - beginning of year
Cash - end of year
Non-cash transactions:
Debt converted to common stock		2,500
Fair value of shares issued to acquire future interest in real estate		$ 648,000

The Company

The Company	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company	Note 1. The Company USA Equities Corp. (the “Company”, “We” or the “Registrant”) was incorporated in Delaware on September 1, 1983. The Company’s Board of Directors approved the name change from American Biogenetic Sciences, Inc. to USA Equities Corp on May 29, 2015. Prior to ceasing its operations in 2002, the Company was engaged in the research, development and production of bio-pharmaceutical products. On September 19, 2002, the Registrant filed for bankruptcy under the U.S. Bankruptcy Code in the U.S. Bankruptcy Court Eastern District of New York. On November 4, 2005, the Company emerged from Bankruptcy Court. On August 13, 2010, the Company’s sole officer/director transferred and assigned his control stock position to an unrelated third party but remained as the Company’s sole executive officer/director. On April 14, 2015, the Company incorporated a wholly-owned subsidiary in Delaware (USA Equity Trust, Inc.) for the purpose of acquiring real estate.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 2. Going Concern The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred losses, has negative operational cash flows and has no revenues. The future of the Company is dependent upon Management’s success in its efforts and limited resources to pursue and effect a business combination. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might arise from this uncertainty.

Basis of Presentation

Basis of Presentation	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Basis of Presentation	Note 3. Basis of Presentation The Consolidated Financial Statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. In the opinion of management, the accompanying audited consolidated financial statements include all adjustments, consisting of only normal recurring accruals, necessary for a fair statement of financial position, results of operations, and cash flows. Accounting Policies Use of Estimates: Principles of Consolidation Reclassifications : Cash and Cash Equivalents: Fair Value of Financial Instruments: “Disclosures about Fair Value of Financial Instruments,” Earnings Per Common Share: Income Taxes: “Accounting for Income Taxes,” ASC 740 also clarifies the accounting for uncertainty in tax positions. This guidance prescribes a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination. If the tax position is deemed “more-likely-than-not” to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. There are no uncertain tax positions taken by the Company on its tax returns. Tax years subsequent to 2005 remain open to examination by U.S. federal and state tax jurisdictions. Management of the Company is not aware of any additional needed liability for unrecognized tax benefits at December 31, 2016. The Company has net operating losses of about $1,204,828, which begin to expire in 2026. Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization. Impact of recently issued accounting standards There were no new accounting pronouncements that had a significant impact on the Company’s operating results or financial position.

Stockholders' Deficit

Stockholders' Deficit	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
Stockholders' Deficit	Note 4. Stockholders’ Deficit Recent Issuances Common shares issued to acquire future interest in real estate: On February 1, 2016, the Company and the Seller entered into an Asset Purchase Agreement, as Amended, (the “Amendment”), which provided that the Seller had until March 31, 2016 to replace the asset with a property of equal value, unless the Company and the Seller mutually agreed to extend the Amendment. In May 2016, the Company’s board of directors determined not to extend the Amendment beyond the March 31, 2016 date and the board of directors of the Company ratified and approved the: (i) termination of the Amendment and the underlying Asset Purchase Agreement; (ii) return to the transfer agent of the certificate evidencing the 2.4 million shares for cancellation; and (iii) cancellation of the common stock subscription receivable, effective at March 31, 2016. Common shares issued on conversion of debt:

Convertible Notes to Related Pa

Convertible Notes to Related Party	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
Convertible Notes to Related Party	Note 5. Convertible Notes to Related Party On October 2, 2009, we issued a convertible promissory note in the amount of $76,000 to our sole officer/director. The note bears interest at the rate of 12% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.001. The convertible note was issued in consideration of cash advances made and for services provided to the Company by the sole officer/director, who was also the Company’s controlling shareholder. On August 13, 2010, the Company’s sole officer/director transferred and assigned his controlling stock position to an unrelated third party but remained as the Company’s sole executive officer/director. In connection with the August 2010 change in control, the convertible note payable to sole officer/director together with accrued interest was also verbally assigned to the new controlling shareholder. A written agreement was entered into between the Company and the controlling shareholder on December 31, 2013 to assign the $76,000 convertible promissory note to the controlling shareholder. On July 31, 2015, our CFO and control shareholder converted $2,500 in principal amount of this note into 2,500,000 restricted shares of common stock. The Company recorded a loss on conversion of $672,500 during the year ended December 31, 2015 in relation to the conversion of the $2,500 in principal amount. On October 2, 2009, we issued a convertible promissory with a current principal amount of $73,500 to our sole officer/director. The note bears interest at the rateof 12% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.001. Thematurity date of the note was extended to December 31, 2018. As of December 31, 2016 and December 31, 2015, this note had accumulated $65,461 and $56,714, respectively, in accruedinterest. On December 31, 2013, we issued a convertible promissory note in the amount of $255,681 to our controlling shareholder. The note bears interest at the rate of 1% per annum until paid or the note and accrued interest is converted into shares of the Company’s common stock at a conversion price of $0.25 per share. On March 30, 2016, the maturity date of the note was extended toDecember 31, 2018. As of December 31, 2016 and December 31, 2015, this note had accumulated $7,604 and $5,069, respectively, in accrued interest. In accordance Accounting Standard Codification (“ASC #815”), “ Accounting for Derivative Instruments and Hedging Activities

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 6. Related Party Transactions Due Related Parties:

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 7. Commitments and Contingencies There are no pending or threatened legal proceedings as of December 31, 2016. The Company has no non-cancellable operating leases.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Note 8. Subsequent Events The Company evaluated its December 31, 2016 audited financial statements for subsequent events and throughout August 6, 2018, the date the financial statements were issued. On August 6, 2018, the Company extended the maturity date of both its convertible notes outstanding to December 31, 2018. There were no other subsequent events that will affect the December 31, 2016 interim financial statements.

Basis of Presentation (Policies

Basis of Presentation (Policies)	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates:
Principles of Consolidation	Principles of Consolidation
Reclassifications	Reclassifications :
Cash and Cash Equivalents	Cash and Cash Equivalents:
Fair Value of Financial Instruments	Fair Value of Financial Instruments: “Disclosures about Fair Value of Financial Instruments,”
Earnings Per Common Share	Earnings Per Common Share:
Income Taxes	Income Taxes: “Accounting for Income Taxes,” ASC 740 also clarifies the accounting for uncertainty in tax positions. This guidance prescribes a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination. If the tax position is deemed “more-likely-than-not” to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. There are no uncertain tax positions taken by the Company on its tax returns. Tax years subsequent to 2005 remain open to examination by U.S. federal and state tax jurisdictions. Management of the Company is not aware of any additional needed liability for unrecognized tax benefits at December 31, 2016. The Company has net operating losses of about $1,204,828, which begin to expire in 2026. Future utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual limitation may result in the expiration of NOL and tax credit carry-forwards before full utilization.
Impact of Recently Issued Accounting Standards	Impact of recently issued accounting standards There were no new accounting pronouncements that had a significant impact on the Company’s operating results or financial position.

Basis of Presentation (Details

Basis of Presentation (Details Narrative)	12 Months Ended
	Dec. 31, 2016USD ($)
Accounting Policies [Abstract]
Income tax likelihood percentage, description	greater than 50% likelihood of being realized upon ultimate settlement.
Net operating losses carryforwards	$ 1,204,828
Net operating losses carryforwards, term	begin to expire in 2026.

Stockholders' Deficit (Details

Stockholders' Deficit (Details Narrative) - USD ($)	Jul. 31, 2015	May 31, 2016	Dec. 31, 2016	Dec. 31, 2015
Value of common shares issued to acquire commercial property
Conversion of debt, amount converted				2,500
Loss on conversion of debt				672,500
Controlling Shareholder [Member] | CFO [Member]
Conversion of debt, amount converted	$ 2,500			2,500
Conversion of debt, shares issued	2,500,000
Loss on conversion of debt				$ 672,500
Asset Purchase Agreement [Member] | Green US Builders, Inc. [Member]
Common shares issued to acquire commercial property, shares	2,400,000
Share issued price, per share	$ 0.27
Value of common shares issued to acquire commercial property	$ 648,000
Amended Asset Purchase Agreement [Member] | Green US Builders, Inc. [Member]
Number of common stock, cancelled		2,400,000

Convertible Notes to Related 18

Convertible Notes to Related Party (Details Narrative) - USD ($)	Mar. 30, 2016	Jul. 31, 2015	Oct. 02, 2009	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2013
Conversion of debt, amount converted					$ 2,500
Loss on conversion of debt					672,500
CFO [Member] | Controlling Shareholder [Member]
Conversion of debt, amount converted		$ 2,500			2,500
Conversion of debt, shares issued		2,500,000
Loss on conversion of debt					672,500
Convertible Promissory Note One [Member] | Written Agreement [Member] | Controlling Shareholder [Member]
Debt instrument, principal amount						$ 76,000
Convertible Promissory Note One [Member] | Sole Officer/Director [Member]
Debt instrument, principal amount			$ 76,000
Debt instrument, interest rate			12.00%
Debt instrument, conversion price			$ 0.001
Convertible Promissory Note One [Member] | CFO [Member] | Controlling Shareholder [Member]
Conversion of debt, amount converted		$ 2,500
Conversion of debt, shares issued		2,500,000
Loss on conversion of debt					672,500
Convertible Promissory Note Two [Member] | Sole Officer/Director [Member]
Debt instrument, principal amount			$ 73,500
Debt instrument, interest rate			12.00%
Debt instrument, conversion price			$ 0.001
Debt instrument, maturity date			Dec. 31, 2018
Accrued interest				65,461	56,714
Convertible Promissory Note Three [Member] | Controlling Shareholder [Member]
Debt instrument, principal amount						$ 255,681
Debt instrument, interest rate						1.00%
Debt instrument, conversion price						$ 0.25
Debt instrument, maturity date	Dec. 31, 2018
Accrued interest				$ 7,604	$ 5,069

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Due to related parties	$ 70,339	$ 56,410
Controlling Shareholder [Member]
Due to related parties	70,339	56,410
Former Chairman [Member]
Due to related parties	$ 0	$ 1,500

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member]	Aug. 06, 2018
Controlling Shareholder [Member]
Debt instrument, maturity date	Dec. 31, 2018
Sole Officer/Director [Member]
Debt instrument, maturity date	Dec. 31, 2018