Attached files
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 2011
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from ________ to ________
001-31444
(Commission File Number)
[LOGO OF CANDIAN TACTICAL TRAINING ACADEMY INC.]
(Exact name of registrant as specified in its charter)
CANADIAN TACTICAL TRAINING ACADEMY INC.
(Name of small business issuer in its charter)
Nevada 98-0361119
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7000 Chemin Cote de Liesse, Suite 8 Montreal, Quebec Canada H4T 1E7
(Address of principal executive offices) (Zip Code)
(514) 373-8411
(Issuer's telephone number)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the registrant (1) filed all reports required to be filed by
sections 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes [X]
No [ ]
Check whether the registrant is a large accelerated filer, an accelerated filer,
a non-accelerated filer, or a smaller reporting company.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filed [ ] Smaller reporting company [X]
Check whether the registrant is a shell company, as defined in Rule 12b-2 of the
Exchange Act. Yes [ ] No [X]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of May 29, 2013 the registrant's
outstanding common stock consisted of 251,328,633 shares.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
BALANCE SHEETS
September 30, December 31,
2011 2010
------------ ------------
ASSETS
CURRENT ASSETS:
Cash $ 2,891 $ 2,927
Accounts receivable -- --
Sales tax receivable 13,329 5,380
Loans receivable (Note 2) 15,207 14,430
------------ ------------
TOTAL CURRENT ASSETS 31,427 22,737
Equipment, net 2,186 2,975
------------ ------------
$ 33,613 $ 25,712
============ ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable and accrued liabilities (Note 2) $ 243,988 $ 200,461
Convertible loans (Note 3) 62,472 62,472
Loans payable (Note 2) 173,062 48,064
Subscriptions received in advance (Note 4) 20,000 20,000
------------ ------------
TOTAL LIABILITIES 499,522 330,997
------------ ------------
STOCKHOLDERS' DEFICIT
Common stock, $0.001 par value, 450,000,000 shares authorized;
202,328,633 shares issued and outstanding September 30,2011
and December 31,2010 202,329 202,329
Additional paid in capital 5,980,431 5,980,431
Deficit (6,239,098) (6,239,098)
Deficit accumulated during the development stage (409,571) (248,947)
------------ ------------
TOTAL STOCKHOLDERS' DEFICIT (465,909) (305,285)
------------ ------------
$ 33,613 $ 25,712
============ ============
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CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the period from
January 1, 2007
(date of inception
of the development
Three months ended Nine months period ended stage) to
September 30, September 30, September 30,
2011 2010 2011 2010 2011
------------ ------------ ------------ ------------ ------------
REVENUE
Sales $ 96 $ -- $ 12,701 $ -- $ 22,879
------------ ------------ ------------ ------------ ------------
OPERATING EXPENSES
Amortization 302 116 927 349 2,777
Interest expense (Note 3) 2,538 2,904 6,402 8,185 49,819
General and administrative 60,824 8,472 156,765 48,080 392,518
------------ ------------ ------------ ------------ ------------
TOTAL OPERATING EXPENSES 63,664 11,492 164,094 56,614 445,114
------------ ------------ ------------ ------------ ------------
OTHER ITEMS
Unrealized foreign exchange gain (loss) (4,547) -- (9,232) (82) (10,407)
Gain on foregiveness of debt 23,081 23,081 23,081
Realized loss (82)
Interest income -- -- -- -- 70
------------ ------------ ------------ ------------ ------------
TOTAL OTHER ITEMS (4,547) 23,081 (9,232) 22,999 12,662
------------ ------------ ------------ ------------ ------------
NET LOSS $ (68,115) $ 11,589 $ (160,624) $ (33,615) $ (409,573)
============ ============ ============ ============ ============
NET LOSS PER SHARE:
Basic and diluted $ (0.0003) $ 0.005 $ (0.001) $ (0.014)
============ ============ ============ ============
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic 202,328,633 2,328,633 202,328,633 2,328,633
============ ============ ============ ============
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CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the period from
January 1, 2007
(date of
Nine month period Nine month period inception of the
ended ended development stage) to
September 30, September 30, September 30,
2011 2010 2011
---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (160,624) $ (33,614) $ (409,571)
Non-cash items:
Amortization 927 349 5,142
Unrealized loss on foreign exchange conversion 9,232 (23,081) 9,720
Gain on settlement of debt -- (23,081)
Accrued interest on convertible loans 5,607 8,185 47,900
Changes in non-cash operating working capital items:
Receivables 8,726 -- 8,726
Accounts payable and accrued liabilities 153,548 44,672 356,844
---------- ---------- ----------
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES 36 (3,489) (21,772)
---------- ---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equpment -- -- (1,397)
---------- ---------- ----------
CASH FLOWS USED IN INVESTING ACTIVITIES -- -- (1,397)
---------- ---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Convertible loans & debentures -- -- 1,000
Subscriptions received in advance -- -- 20,000
---------- ---------- ----------
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES -- -- 21,000
---------- ---------- ----------
Change in cash 36 3,489 2,169
Cash, beginning 2,927 4,000 5,060
---------- ---------- ----------
Cash, ending $ 2,891 $ 511 $ 2,891
========== ========== ==========
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NOTE 1 - NATURE OF BUSINESS
Nature of Business
Altus Explorations, Inc. (the "Company") was incorporated in the state of Nevada
on November 2, 2001. The Company is currently seeking a new business venture.
On October 1, 2010, Altus entered into a Share Exchange Agreement (the
"Agreement") with UWD Unitas World Development Inc. ("UWD"), a privately held
Canadian incorporated company. Pursuant to the Agreement, Altus issued
80,000,000 shares of common stock for the acquisition of 450 shares of common
stock of The Canadian Tactical Training Academy Inc., representing 100% of the
issued and outstanding shares of common stock, which were held by UWD. Further,
Altus changed its name to Canadian Tactical Training Academy Inc. and increased
the authorized share capital from 40,000,000 to 250,000,000 shares of common
stock and then further from 250,000,000 to 450,000,000. The Company assumed the
business Canadian Tactical Training Academy Inc., which is the training of law
enforcement, security, investigation and protection for officers and
individuals.
UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying unaudited interim financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and the rules and regulations of the Securities and Exchange
Commission. They do not include all information and footnotes required by United
States generally accepted accounting principles for complete financial
statements. However, except as disclosed herein, there has been no material
changes in the information disclosed in the notes to the financial statements
for the year ended December 31, 2010 included in the Company's Form 10-K filed
with the Securities and Exchange Commission. The unaudited interim financial
statements should be read in conjunction with those financial statements
included in the Form 10-K. In the opinion of Management, all adjustments
considered necessary for a fair presentation, consisting solely of normal
recurring adjustments, have been made. Operating results for the three months
ended September 30, 2011 are not necessarily indicative of the results that may
be expected for the year ending December 31, 2011.
Management has evaluated events occurring between the end of the three months
period ended September 30, 2011 to the date when the financial statements were
issued.
NOTES 2 - DUE TO RELATED PARTIES
At September 30, 2011, the Company had received advances from significant
shareholders totalling $159,997 (Dec.31, 2010- $48,064). These loans are
unsecured and non interest bearing and have not set terms for repayment.
At September 30, 2011, the Company had made a loan to a significant shareholder
of $15,207 (Dec.31 2010- $14,430). This loan is unsecured and non interest
bearing and has not set terms for repayment.
All related party transactions are measured at the exchange amount which is
determined by management to approximate their fair value.
NOTE 3 - CONVERTIBLE LOANS
At September 30, 2011, the Company had received advances totalling $62,472
(December 31, 2010 - $62,472). On March 8, 2007, the Company entered into
Convertible Loan Agreements (the "Loans") with the shareholders whose Loans
matured on December 31, 2007 and required payment of all outstanding principal
and interest in full on January 2, 2008.
The Loans interest rates are 12% per annum payable in arrears upon the maturity
of the Loans. The Company accrued interest of $5,607 (2010 - $8,185) on the
loans during the nine months ended September 30, 2011.
The Loans are convertible at the shareholders' option into common stock at the
lower of ten day average common share price immediately preceding the date of
the Loans or the ten day average common share price immediately preceding the
date that a Lender provides Notice of Conversion to the Company, but in no
circumstance at a conversion rate of less than $0.001 per common share. The
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Loans are secured by the assets of the Company, and provide that in the
occurrence of certain events the Loans' maturities are accelerated. The Company
may prepay the Loans at anytime without penalty or bonus.
The ten day average share price immediately preceding the date of the loan was
equal to the share price on the agreement date. The conversion feature had no
intrinsic value and accordingly no beneficial conversion feature was recorded.
As at September 30, 2011, the Company has not repaid the Loans, nor have the
shareholders' provided a Notice of Conversion to the Company.
NOTE 4 - COMMON STOCK
The Company entered into a subscription agreement for the issuance of 2,000,000
common shares at a price of $0.005 per share in December 2007 and received
$10,000 in advance. During the year ended December 31, 2008, the Company
received an additional $10,000 in advance for the issuance of an additional
2,000,000 common shares at a price of $0.005 per share. These shares have not
been issued.
NOTE 5 - SUBSEQUENT EVENTS
March 28, 2012 -Canadian Tactical Training Academy Inc. borrowed $150,000 for 24
months. Interest of $1,562.50 is payable each month.. The loan is scheduled to
be repaid in full by March 28, 2014. The lenders will receive 100,000 common
shares of CTTA to be issued from the treasury before December 31, 2012
May 2012- 48,500,000 treasury shares were issued to five entities in return for
$97,500 paid to or on behalf of company. Cost basis is $.002.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
RESULTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010
Our net loss for the nine months ended September 30, 2011 totalled $160,624.
This compares with our net loss of $33,615 for the nine months ended September
30, 2010. General and administrative expenses for the nine months ended
September 30, 2011 and 2010 were $156,765 and $48,080, respectively. The
interest expense was incurred due to advances made in the amount of $62,472. The
Company entered into Convertible Loan Agreements (the "Loans") with these
lenders whose Loans matured on December 31, 2007 and required payment of all
outstanding principal and interest in full on January 2, 2008. Interest rates
are 12% per annum payable in arrears upon the maturity of the Loans. The lenders
agreed to forego interest that accrued during 2006, and provided for interest on
the outstanding Loan balances to commence January 1, 2007. The Company accrued
interest total of $27,323 on the Loans as at September 30, 2011. As of September
30, 2011 and the date of this report, the Company has not repaid the Loans, nor
has the lender provided a Notice of Conversion to the Company. The Company is in
negotiations with the lender to settle the Loans.
The Company had revenues for the nine months ended September 30, 2011 of
$12,701.
JANUARY 1, 2007 TO SEPTEMBER 30, 2011
The net loss for the period from January 1, 2007 to September 30, 2011 being the
development stage totalled $409,573. We incurred $49,819 of the total net loss
due to interest expense on convertible loans. Amortization costs for the period
were $2,777.
Revenues from January 1, 2007 to September 30, 2011 are $22,879.
LIQUIDITY AND CAPITAL RESOURCES
The Company is planning to expand its operations into Applied Security
Technologies which will complement its training business. Research and
development activities require substantial. If we are unsuccessful in obtaining
financing and fail to achieve and sustain a profitable level of operations, we
may be unable to fully implement our business plans or continue operations.
Future financing through equity, debt or other sources could result in the
dilution of Company equity, increase our liabilities, and/or restrict the future
availability and use of cash resources. Additionally, there can be no assurance
that adequate financing will be available to us when needed or, if available,
that it can be obtained on commercially reasonable terms. If we are not able to
obtain the additional financing on a timely basis, we will be unable to execute
our business plans, and will be required to scale back the pace and magnitude of
our oil and gas prospects drilling and development initiatives. We also may not
be able to meet our vendor and service provider obligations as they become due.
In such event, we will be forced to cease our operations.
FUTURE OPERATIONS
CASH REQUIREMENTS
During the twelve month period ending December 31, 2011, we project cash
requirements of approximately $200,000 as we continue to restructure our
activities.
Our estimated funding needs for the next twelve months are summarized below:
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Estimated Funding Required During the Twelve Month Period Ending December 31,
2011
Operating, general and administrative costs $215,000
Revenue 15,000
--------
TOTAL $200,000
========
PRODUCT RESEARCH AND DEVELOPMENT
Our business plan is focused on continued international training of law
enforcement officers and research and development activities into applied
security technology devices.
The Canadian Tactical Training Academy is an educational organization devoted to
the training of Law Enforcement, security, investigation, protection officers
and all those who dedicate themselves to maintaining peace. The Academy also
provides tailored security and safety-oriented civilian training at both the
individual and/or corporate levels. We offer recognized tactical training
programs of the highest level, as well as specialized programs for the fields of
Intelligence and Investigation, Executive Protection and both Public and Private
Security and Safety. Above and beyond the quality of its training programs, the
strength of an academy resides in the competency and capabilities of its
instructors. Our instructors are very carefully selected and have proven their
superior skills in both the field and classroom before they are entrusted the
guidance and professional development of our students. Our Mission is to
facilitate professional training and operational objectives by offering the
tools and guidance required to enhance careers and ensure the survival of its
participants. CTTA offers specialized programs such as: Executive Protection,
Investigation and Surveillance, Rapid Integrated Survival Kombat (RISK) System,
Tactical Firearms, Handcuffing, Airport and Airline Security (IATA and ICAO
standards), Ports Facilities and Maritime Security (ISPS Code), Basic SWAT
Techniques, Corporate Safety Awareness, and much more. Our civilian training
programs are recognized by numerous notable corporations, and our instructors
are proud members of several prestigious law enforcement and security
associations.
PURCHASE OF SIGNIFICANT EQUIPMENT
We do not intend to purchase any significant equipment over the next 12 months.
EMPLOYEES
Currently we have no full-time or part-time employees. We utilize short term
contractors as necessary. Our directors and officers provide services on a month
to month basis pursuant to oral arrangements, but have not signed employment or
consulting agreements with us. We do not expect any material changes in the
number of employees over the next 12 month period. We may enter formal written
service agreements with our directors and officers in the future. We expect to
continue to outsource contract employment as needed. Depending on the level of
success of our exploration and development initiatives, we may retain full- or
part-time employees in the future.
GOING CONCERN
The accompanying financial statements have been prepared assuming we will
continue as a going concern. We incurred a net loss of $68,115 for the quarter
ended September 30, 2011 and a net profit of $11,589 for the same period in
2010.
There are no assurances that we will be able, over the next twelve months, to
either (1) achieve a level of revenues adequate to generate sufficient cash flow
from operations; or (2) obtain additional financing through either private
placement, public offerings, bank financing or shareholder advances necessary to
support Canadian Tactical Training Academy Inc.'s working capital requirements.
To the extent that funds generated from operations and any private placements,
public offerings or bank financing are insufficient, the Company will have to
raise additional working capital. No assurance can be given that additional
financing will be available, or if available, will be on terms acceptable to
Canadian Tactical Training Academy Inc. If adequate working capital is not
available, Canadian Tactical Training Academy Inc. may be required to cease its
operations.
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The financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts of and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence. These conditions raise substantial doubt about our
ability to continue as a going concern. There are no definitive agreements or
arrangements for future funding.
APPLICATION OF CRITICAL ACCOUNTING POLICIES
Our financial statements and accompanying notes are prepared in accordance with
generally accepted accounting principles in the United States. Preparing
financial statements requires management to make estimates and assumptions that
affect the reported amounts of assets, liabilities, revenue, and expenses. These
estimates and assumptions are affected by management's application of accounting
policies. We believe that understanding the basis and nature of the estimates
and assumptions involved with the following aspects of our consolidated
financial statements is critical to an understanding of our balance sheet, the
statements of operations and stockholders' equity, and the cash flows statements
included elsewhere in this filing.
ITEM 4(T). CONTROLS AND PROCEDURES
The management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting, as required by
Sarbanes-Oxley (SOX) Section 404 A. The Company's internal control over
financial reporting is a process designed under the supervision of the Company's
Principal Executive Officer who is also our Principal Financial Officer to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of the Company's financial statements for external purposes
in accordance with U.S. generally accepted accounting principles.
As of September 30, 2010, management assessed the effectiveness of the Company's
internal control over financial reporting based on the criteria for effective
internal control over financial reporting established in Internal
Control--Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting
such assessments. Based on that evaluation, they concluded that, during the
period covered by this report, such internal controls and procedures were not
effective to detect the inappropriate application of US GAAP rules as more fully
described below. This was due to deficiencies that existed in the design or
operation of our internal control over financial reporting that adversely
affected our internal controls and that may be considered to be material
weaknesses.
The matters involving internal controls and procedures that the Company's
management considered to be material weaknesses under the standards of the
Public Company Accounting Oversight Board were: (1) inadequate segregation of
duties consistent with control objectives; (2) insufficient written policies and
procedures for accounting and financial reporting with respect to the
requirements and application of US GAAP and SEC disclosure requirements; and (3)
ineffective controls over period end financial disclosure and reporting
processes. The aforementioned material weaknesses were identified by the
Company's Principal Financial Officer in connection with the audit of our
financial statements as of December 31, 2009 and communicated the matters to our
management.
Management believes that the material weaknesses set forth in items (1), (2) and
(3) above did not have an effect on the Company's financial results.
We are committed to improving our financial organization. As part of this
commitment, we will i) create a position to segregate duties consistent with
control objectives and will increase our personnel resources and technical
accounting expertise within the accounting function when funds are available to
the Company ii) preparing and implement sufficient written policies and
checklists which will set forth procedures for accounting and financial
reporting with respect to the requirements and application of US GAAP and SEC
disclosure requirements.
Management believes that preparing and implementing sufficient written policies
and checklists will remedy the following material weaknesses (i) insufficient
written policies and procedures for accounting and financial reporting with
respect to the requirements and application of US GAAP and SEC disclosure
requirements; and (ii) ineffective controls over period end financial close and
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reporting processes. Further, management believes that the hiring of additional
personnel who have the technical expertise and knowledge will result proper
segregation of duties and provide more checks and balances within the
department. Additional personnel will also provide the cross training needed to
support the Company if personnel turn over issues within the department occur.
We will continue to monitor and evaluate the effectiveness of our internal
controls and procedures and our internal controls over financial reporting on an
ongoing basis and are committed to taking further action and implementing
additional enhancements or improvements, as necessary and as funds allow. This
annual report does not include an attestation report of the Company's registered
accounting firm regarding internal control over financial reporting.
Management's report is not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS
31.1 Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the U.S.
Securities Exchange Act of 1934
32.1 Section 1350 Certification of the Principal Executive Officer and
Principal Financial Officer
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: May 29, 2013 CANADIAN TACTICAL TRAINING ACADEMY
(Registrant)
By: /s/ Jocelyn Moisan
--------------------------------------
Jocelyn Moisan
President
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