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Nevada | 98-0539775 |
(State or other jurisdiction of | (I.R.S. Employer |
incorporation or organization) | Identification No.) |
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10632 Little Patuxent Parkway, Suite 406 | |
Columbia, Maryland | 21044 |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | ¨ | | Accelerated filer | ¨ |
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Non-accelerated filer (Do not check if a smaller reporting company) | ¨ | | Smaller reporting company | x |
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Item 1. Financial Statements (Unaudited) | |
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Balance Sheets | 3 |
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Statements of Operations | 4 |
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Statements of Stockholders’ Equity (Deficit) | 5 |
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Statements of Cash Flows | 6 |
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Notes to Financial Statements | 7 |
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 9 |
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Item 4. Controls and Procedures | 11 |
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PART II OTHER INFORMATION | |
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Item 1. Legal Proceedings | 12 |
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 12 |
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Item 3. Defaults Upon Senior Securities | 12 |
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Item 4. Mine Safety Disclosures | 12 |
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Item 5. Other Information | 12 |
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Item 6. Exhibits | 12 |
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Signatures | 13 |
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Certifications | |
| | November 30, | | August 31, | | ||
| | 2013 | | 2013 | | ||
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ASSETS | | | | | | | |
Current assets | | | | | | | |
Cash and cash equivalents | | $ | 10,947 | | $ | 21,135 | |
Prepaid expenses | | | - | | | 241 | |
Total current assets | | | 10,947 | | | 21,376 | |
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Total assets | | $ | 10,947 | | $ | 21,376 | |
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LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | |
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Current liabilities | | | | | | | |
Accounts payable | | $ | 5,743 | | $ | 816 | |
Total current liabilities | | | 5,743 | | | 816 | |
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Stockholders' equity | | | | | | | |
Common stock: $0.0001 par value; 300,000,000 shares authorized, 53,864,600 issued and outstanding at November 30, 2013 and August 31, 2013 | | | 5,386 | | | 5,386 | |
Additional paid-in capital | | | 556,711 | | | 556,711 | |
Deficit accumulated during the development stage | | | (556,893) | | | (541,537) | |
Total stockholders' equity | | | 5,204 | | | 20,560 | |
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Total liabilities and stockholders' equity | | $ | 10,947 | | $ | 21,376 | |
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| | | | | | | | Cumulative | | |
| | Three Months Ended | | February 28, 2005 | | |||||
| | November 30, | | (inception) to | | |||||
| | 2013 | | 2012 | | November 30, 2013 | | |||
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Revenue | | $ | - | | $ | - | | $ | - | |
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Operating expenses | | | | | | | | | | |
Option fee | | | - | | | - | | | 2,000 | |
Research and development | | | - | | | - | | | 175,839 | |
Director and officer fees | | | 2,250 | | | 2,250 | | | 101,050 | |
Professional fees | | | 12,191 | | | 12,633 | | | 255,947 | |
Other operating expenses | | | 915 | | | 848 | | | 30,997 | |
Total operating expenses | | | 15,356 | | | 15,731 | | | 565,833 | |
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Loss from operations | | | (15,356) | | | (15,731) | | | (565,833) | |
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Other income | | | | | | | | | | |
Interest income | | | - | | | - | | | 8,940 | |
Total other income | | | - | | | - | | | 8,940 | |
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Net loss | | $ | (15,356) | | $ | (15,731) | | $ | (556,893) | |
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Net loss per common share: basic | | $ | (0.00) | | $ | (0.00) | | | | |
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Weighted average number of common shares outstanding: basic | | | 53,864,600 | | | 53,864,600 | | | | |
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| | | | | | | | | | | Deficit accumulated | | | | | |
| | Common Stock | | Additional | | during the | | Total stockholders' | | |||||||
| | Shares | | Amount | | paid-in capital | | development stage | | equity (deficit) | | |||||
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Common stock issued at $0.0001 per share at inception | | | 53,864,600 | | $ | 5,386 | | $ | (5,286) | | $ | - | | $ | 100 | |
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Net loss | | | - | | | - | | | - | | | (52,898) | | | (52,898) | |
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Balance, August 31, 2005 | | | 53,864,600 | | | 5,386 | | | (5,286) | | | (52,898) | | | (52,798) | |
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Net loss | | | - | | | - | | | - | | | (82,739) | | | (82,739) | |
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Balance, August 31, 2006 | | | 53,864,600 | | | 5,386 | | | (5,286) | | | (135,637) | | | (135,537) | |
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Conversion of debt to equity on August 31, 2007 | | | - | | | - | | | 561,997 | | | - | | | 561,997 | |
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Net loss | | | - | | | - | | | - | | | (27,405) | | | (27,405) | |
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Balance, August 31, 2007 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (163,042) | | | 399,055 | |
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Net loss | | | - | | | - | | | - | | | (84,635) | | | (84,635) | |
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Balance, August 31, 2008 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (247,677) | | | 314,420 | |
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Net loss | | | - | | | - | | | - | | | (77,593) | | | (77,593) | |
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Balance, August 31, 2009 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (325,270) | | | 236,827 | |
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Net loss | | | - | | | - | | | - | | | (70,129) | | | (70,129) | |
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Balance, August 31, 2010 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (395,399) | | | 166,698 | |
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Net loss | | | - | | | - | | | - | | | (48,917) | | | (48,917) | |
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Balance, August 31, 2011 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (444,316) | | | 117,781 | |
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Net loss | | | - | | | - | | | - | | | (53,780) | | | (53,780) | |
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Balance, August 31, 2012 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (498,096) | | | 64,001 | |
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Net loss | | | - | | | - | | | - | | | (43,441) | | | (43,441) | |
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Balance, August 31, 2013 | | | 53,864,600 | | | 5,386 | | | 556,711 | | | (541,537) | | | 20,560 | |
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Net loss | | | - | | | - | | | - | | | (15,356) | | | (15,356) | |
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Balance, November 30, 2013 | | | 53,864,600 | | $ | 5,386 | | $ | 556,711 | | $ | (556,893) | | $ | 5,204 | |
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| | | | | | | | Cumulative | | |
| | Three Months Ended | | February 28, 2005 | | |||||
| | November 30, | | (inception) to | | |||||
| | 2013 | | 2012 | | November 30, 2013 | | |||
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Cash flows from operating activities | | | | | | | | | | |
Net loss | | $ | (15,356) | | $ | (15,731) | | $ | (556,893) | |
Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | | | | | |
Changes in operating assets and liabilities: | | | | | | | | | | |
Decrease in prepaid expenses | | | 241 | | | 788 | | | - | |
Increase in accounts payable | | | 4,927 | | | 4,690 | | | 5,743 | |
Net cash used in operating activities | | | (10,188) | | | (10,253) | | | (551,150) | |
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Cash flows from financing activities | | | | | | | | | | |
Increase in payable - related party | | | - | | | - | | | 561,997 | |
Proceeds from the issuance of common stock | | | - | | | - | | | 100 | |
Net cash provided by financing activities | | | - | | | - | | | 562,097 | |
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Increase (decrease) in cash and cash equivalents | | | (10,188) | | | (10,253) | | | 10,947 | |
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Cash and cash equivalents at beginning of period | | | 21,135 | | | 66,612 | | | - | |
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Cash and cash equivalents at end of period | | $ | 10,947 | | $ | 56,359 | | $ | 10,947 | |
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Supplemental disclosure of cash flow information: | | | | | | | | | | |
Interest paid in cash | | $ | - | | $ | - | | $ | - | |
Income taxes paid in cash | | | - | | | - | | | - | |
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Supplemental disclosure of non-cash transaction: | | | | | | | | | | |
Conversion of debt to equity | | $ | - | | $ | - | | $ | 561,997 | |
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Exhibit No. | | Description of Exhibit |
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3.1 | | Articles of Incorporation, as amended. (1) |
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3.2 | | By Laws. (2) |
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31.1 | | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Rule 13(a)-14 of the Securities Exchange Act of 1934, As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. * |
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32.1 | | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 USC. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. * |
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| MicroChannel Technologies Corporation | |
| (Registrant) | |
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January 10, 2014 | By: | /s/ David Gamache |
| David Gamache | |
| President, Chief Executive Officer, Chief Financial Officer, and Director |
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