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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 31, 2014

or

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ________________

Commission file number: 333-186869

BE AT TV, INC.
(Exact name of registrant as specified in its charter)
 
 
 
Nevada
 
45-5355653
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
 
 
13100 Boones Ferry Road, Lake Oswego, OR  97035
(Address of principal executive offices)(Zip Code)
 
503-882-8980
(Registrant's telephone number, including area code)
 
 
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes [X] No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act (Check one).

Large accelerated filer [  ]
 
Accelerated filer [  ]
 
 
 
Non-accelerated filer [  ] (Do not check if a smaller reporting company)
 
Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [  ]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date

As of October 8, 2014, there were 61,050,000 shares of the issuer's common stock, par value $0.0001, outstanding.



BE AT TV, INC.

FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2014
TABLE OF CONTENTS

 
 
PAGE
 
 
 
 
PART I - FINANCIAL INFORMATION
 
 
 
 
Item 1.
3
 
 
 
Item 2.
11
 
 
 
Item 3.
15
 
 
 
Item 4.
15
 
 
 
 
PART II - OTHER INFORMATION
 
 
 
 
Item 1.
15
 
 
 
Item 1A.
15
 
 
 
Item 2.
16
 
 
 
Item 3.
16
 
 
 
Item 4.
16
 
 
 
Item 5.
16
 
 
 
Item 6.
17
 
 
 
 
SIGNATURES
18

2




PART I – FINANCIAL INFORMATION
Item 1.      Financial Statements.
The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report filed with the SEC on March 17, 2014. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year ending November 30, 2014.


BE AT TV, INC.

(formerly SBOR, Inc.)

INDEX TO INTERIM CONDENSED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2014


 
Page
 
 
Condensed Balance Sheets
4
 
 
Condensed Statements of Operations
5
 
 
Condensed Statements of Cash Flows
7
 
 
Notes to the Condensed Financial Statements
8

3



BE AT TV, INC.
(formerly SBOR, Inc.)
Condensed Balance Sheets


 
 
August 31,
2014
   
November 30,
2013
 
ASSETS
 
(Unaudited)
   
 
Current Assets
 
   
 
Cash
 
$
-
   
$
14,696
 
Total Current Assets
   
-
     
14,696
 
 
               
Total Assets
 
$
-
   
$
14,696
 
               
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
               
Liabilities
               
Current Liabilities
               
Accounts payable
 
$
34,414
   
$
3,919
 
Due to shareholder
   
39,204
     
-
 
Total Current Liabilities
   
73,618
     
3,919
 
 
               
Total Liabilities
   
73,618
   
$
3,919
 
 
               
Stockholders' Equity (Deficit)
               
Preferred stock, $0.0001 par value, 10,000,000 shares
     authorized; 0 shares issued and outstanding
   
-
     
-
 
Common stock, $0.0001 par value, 1,650,000,000 shares
     authorized; 61,050,000 shares issued and outstanding
   
6,105
     
6,105
 
Additional paid-in capital
   
46,395
     
46,395
 
Accumulated deficit
   
(126,118
)
   
(41,723
)
Total Stockholders' Equity (Deficit)
   
(73,618
)
   
10,777
 
 
               
Total Liabilities and Stockholders' Equity (Deficit)
 
$
-
   
$
14,696
 
 
               

The notes are an integral part of these condensed financial statements.
4

 

BE AT TV, INC.
(formerly SBOR, Inc.)
Condensed Statements of Operations
(Unaudited)


 
 
Three Months Ended August 31,
   
Nine Months Ended August 31,
 
 
 
2014
   
2013
   
2014
   
2013
 
 
 
   
   
   
 
Revenue
 
$
-
   
$
-
   
$
-
   
$
-
 
 
                               
Operating Expenses:
                               
General and administrative
   
15
     
1,950
     
13,472
     
2,056
 
Professional fees
   
5,006
     
17,012
     
70,924
     
31,426
 
Total operating expenses
   
5,021
     
18,962
     
84,396
     
33,482
 
 
                               
Net loss
 
$
(5,021
)
 
$
(18,962
)
 
$
(84,396
)
 
$
(33,482
)
                               
Basic and Diluted Loss per Common Share
 
$
(0.00
)
 
$
(0.00
)
 
$
(0.00
)
 
$
(0.00
)
                               
Basic and Diluted Weighted Average Shares Outstanding
   
61,050,000
     
58,865,548
     
61,050,000
     
45,117,270
 

The notes are an integral part of these condensed financial statements.
5




BE AT TV, INC.
(formerly SBOR, Inc.)
Condensed Statements of Cash Flows
(Unaudited)


 
 
Nine Months Ended August 31,
 
 
 
2014
   
2013
 
 
 
   
 
Cash Flows from Operating Activities:
 
   
 
   Net loss
 
$
(84,396
)
 
$
(33,482
)
Adjustments to reconcile net loss to net cash used in operating activities:
               
Expenses paid by a related party
   
39,205
         
Changes in operating assets and liabilities:
               
Accounts Payable and accrued liabilities
   
30,495
     
1,119
 
   Net Cash Used by Operating Activities
   
(14,696
)
   
(32,363
)
 
               
Cash Flows from Investing Activities:
   
-
     
-
 
 
               
Cash Flows from Financing Activities:
               
Proceeds from issuance of common stock
   
-
     
42,500
 
   Net Cash Provided by Financing Activities
   
-
     
42,500
 
 
               
Net increase (decrease) in cash
   
(14,696
)
   
10,137
 
 
               
Cash at beginning of period
   
14,696
     
8,252
 
 
               
Cash end of period
 
$
-
   
$
18,389
 
 
               
Supplemental Cash Flow Disclosure:
               
Interest paid
 
$
-
   
$
-
 
Taxes paid
 
$
-
   
$
-
 


The notes are an integral part of these condensed financial statements.
6

 
BE AT TV, INC.
(formerly SBOR, Inc.)
Notes to the Condensed Financial Statements
August 31, 2014
(Unaudited)

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

BE AT TV, INC.  (formerly SBOR, Inc.) (the "Company") was incorporated in the State of Nevada on April 30, 2012 and it is based in Lake Oswego, Oregon, USA.  The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company's fiscal year end is November 30.

Effective December 20, 2013, the Company completed a merger with and a subsequent dissolution of its wholly-owned subsidiary, Be At TV, Inc., a Nevada corporation, which was incorporated solely to effect a change in its name.  As a result, the Company changed its name from "SBOR, Inc." to "Be At TV, Inc." 

The Company has stopped pursuing our intended plans to manage the renovation, upgrades, and maintenance of real estate properties and are currently seeking new business opportunities with established business entities for the merger with or acquisition of a target business. To date, the Company's activities have been limited to its formation and the raising of equity capital. 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (GAAP).  These interim unaudited financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company's financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. Management of the Company believes that the following disclosures are adequate and sufficient to make the information presented not misleading. These financial statements should be read in conjunction with the audited financial statements and the notes thereto for the year ended November 30, 2013 included in the Company's Form 10-K, as filed with the SEC on March 17, 2014.

Use of estimates

The preparation of financial statements in conformity with 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 amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates. The Company's periodic filings with the Securities and Exchange Commission include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.

7

Start-Up Costs

In accordance with ASC 720, "Start-up Costs", the Company expensed all costs incurred in connection with the start-up and organization of the Company.

Cash and Cash Equivalents

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.  The Company had $nil and $14,696 in cash and cash equivalents at August 31, 2014 and November 30, 2013, respectively.

Concentrations of Credit Risks

The Company's financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables it will likely incur in the near future. The Company places its cash and cash equivalents with financial institutions of high credit worthiness.  At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits.  The Company's management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.

Revenue Recognition

The Company recognizes revenue from the sale of services in accordance with ASC 605, "Revenue Recognition".  Revenue consists of management fees for the renovation, upgrades, and maintenance of real estate properties. Sales income is recognized only when all of the following criteria have been met:

i) Persuasive evidence for an agreement exists;
ii) Service has been provided;
iii) The fee is fixed or determinable; and
iv) Collection is reasonably assured.

Loss per Share

The Company has adopted ASC 260, "Earnings Per Share", ("EPS") which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures, and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation.  In the accompanying financial statements, basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period.

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.

Income Taxes

The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, "Accounting for Income Taxes". The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.  As of August 31, 2014 and November 30, 2013, the Company did not have any amounts recorded pertaining to uncertain tax positions.

8

Recent Accounting Pronouncements
 
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as "Development Stage Entities" (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder equity.   Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity's financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915.  The Company has adopted this standard and will not report inception to date financial information.

In May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers.   The revenue recognition standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition.  Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public entities.  The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however it believes that there will be no material effect on the financial statements.

In June 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.  A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation. As a result, the target is not reflected in the estimation of the award's grant date fair value. Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved.  The guidance is effective for annual periods beginning after December 15 2015 and interim periods within those annual periods. Early adoption is permitted.  Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the financial statements.

In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements – Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern.    Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements—Liquidation Basis of Accounting. Even when an entity's liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events.  The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted.  The Company will evaluate the going concern considerations in this ASU, however, at the current period, management does not believe that it has met conditions which would subject these financial statements for additional disclosure.

9

We have reviewed the FASB issued Accounting Standards Update ("ASU") accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

NOTE 3 - GOING CONCERN AND LIQUIDITY CONSIDERATIONS
 
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company sustained net losses of $84,396 and used cash in operating activities of $14,696 for the nine months ended August 31, 2014.  The Company had working capital deficit and accumulated deficit of $73,618 and $126,118, at August 31, 2014. These factors raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time.  The Company's continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue receiving capital from third parties.  No assurance can be given that the Company will be successful in these efforts.
 
The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 4 - DUE TO RELATED PARTY

As of August 31, 2014 and November 30, 2013, the Company was obligated to a stockholder, for a non-interest bearing demand loan with a balance of $39,204 and $nil, respectively.

NOTE 5 – SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company's management reviewed all material events through the date of this report and determined that there are no material subsequent events to report.

10

Item 2.      Management's Discussion and Analysis of Financial Condition and Results of Operations.

Forward-Looking Statements
 
Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses.  Such forward-looking statements include, among others, those statements including the words "expects," "anticipates," "intends," "believes" and similar language.  Our actual results may differ significantly from those projected in the forward-looking statements.  Factors that might cause or contribute to such differences include, but are not limited to, those discussed herein as well as in the "Description of Business – Risk Factors" section in our Annual Report on Form 10-K, as filed on March 17, 2014.  You should carefully review the risks described in our Annual Report and in other documents we file from time to time with the Securities and Exchange Commission.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.
 
Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.
 
All references in this Form 10-Q to the "Company," "Be At TV," "we," "us," or "our" are to Be At TV, Inc.
 
Our unaudited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

Current Business
We have stopped pursuing our plans to manage the renovation, upgrades, and maintenance of real estate properties and are currently seeking new business opportunities with established business entities for the merger with or acquisition of a target business. In certain instances, a target business may wish to become our subsidiary or may wish to contribute assets to us rather than merge. We have not yet begun negotiations or entered into any definitive agreements for potential new business opportunities and there can be no assurance that we will be able to enter into any definitive agreements.
Any new acquisition or business opportunities that we may acquire will require additional financing. There can be no assurance, however, that we will be able to acquire the financing necessary to enable us to pursue our plan of operation. If our company requires additional financing and we are unable to acquire such funds, our business may fail.
Management of our company believes that there are benefits to being a reporting company with a class of securities quoted on the OTC Bulletin Board, such as: (i) the ability to use registered securities to acquire assets or businesses; (ii) increased visibility in the financial community; (iii) the facilitation of borrowing from financial institutions; (iv) potentially improved trading efficiency; (v) potential stockholder liquidity; (vi) potentially greater ease in raising capital subsequent to an acquisition; (vii) potential compensation of key employees through stock options; (viii) potentially enhanced corporate image; and (ix) a presence in the United States capital market.
11

We may seek a business opportunity with entities who have recently commenced operations, or entities who wish to utilize the public marketplace in order to raise additional capital in order to expand business development activities, to develop a new product or service, or for other corporate purposes. We may acquire assets and establish wholly-owned subsidiaries in various businesses or acquire existing businesses as subsidiaries.
In implementing a structure for a particular business acquisition or opportunity, we may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity. We may also acquire stock or assets of an existing business. Upon the consummation of a transaction, it is likely that our present management will no longer be in control of our company. In addition, it is likely that our officers and directors will, as part of the terms of the acquisition transaction, resign and be replaced by one or more new officers and directors.
As of the date hereof, we have not entered into any formal written agreements for a business combination or opportunity. When any such agreement is reached, we intend to disclose such an agreement by filing a current report on Form 8-K with the Securities and Exchange Commission.
We anticipate that the selection of a business opportunity in which to participate will be complex and without certainty of success. We believe that there are numerous firms in various industries seeking the perceived benefits of being a publicly registered corporation. Business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Business opportunities that we believe are in the best interests of our company may be scarce or we may be unable to obtain the ones that we want. We can provide no assurance that we will be able to locate compatible business opportunities.
Currently, we do not have a source of revenue. We are not able to fund our cash requirements through our current operations. Historically, we have been able to raise a limited amount of capital through private placements of our equity stock, but we are uncertain about our continued ability to raise funds privately. Further, we believe that our company may have difficulties raising capital until we locate a prospective property through which we can pursue our plan of operation. If we are unable to secure adequate capital to continue our acquisition efforts, our shareholders may lose some or all of their investment and our business may fail.

Results of Operations

Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.

The following table provides the results of operations for the following periods:

 
 
Three Months Ended
August 31,
   
Nine Months Ended
August 31,
 
 
 
2014
   
2013
   
2014
   
2013
 
 
 
   
   
   
 
Revenue
 
$
-
   
$
-
   
$
-
   
$
-
 
General and administrative
   
15
     
1,950
     
13,472
     
2,056
 
Professional fees
   
5,006
     
17,012
     
70,924
     
31,426
 
Net operating loss
 
$
(5,021
)
 
$
(18,962
)
 
$
(84,396
)
 
$
(33,482
)

12

During the three months ended August 31, 2014, we incurred general and administrative and professional fees of $5,021, compared to general and administrative and professional fees of $18,962 during the same period ended August 31, 2013. The decrease in professional fees of $12,006 and general and administrative fees of $1,935, was primarily due to decreased costs related to legal fees in the current quarter.

During the nine months ended August 31, 2014, we incurred  general and administrative and professional fees of $84,396, compared to general and administrative and professional fees of $33,482 during the same period ended August 31, 2013. The increase in general and administrative expenses of $11,416, was primarily due to the one time management fee of $13,354 paid to an officer and director during the period.  The increase in professional fees of $39,498, was primarily due to costs related to our corporate reorganization and DTC application.

Liquidity and Financial Condition

Working Capital

The following table provides selected financial data about our company as of August 31, 2014 and November 30, 2013:

Balance Sheet Date
 
August 31, 2014
   
November 30, 2013
 
 
 
   
 
Cash
 
$
-
   
$
14,696
 
Total Assets
 
$
-
   
$
14,696
 
Total Liabilities
 
$
73,618
   
$
3,919
 
Working Capital (Deficiency)
 
$
(73,618
)
 
$
10,777
 

Our working capital decreased by $84,395 as of August 31, 2014, as compared to November 30, 2013, due to payment of management fees, increase in accounts payable, and funds due to a shareholder, because of the recent corporate reorganization.
 
13

Cash Flows
 
For the Nine Months Ended August 31,
 
 
2014
   
2013
 
 
     
 
Cash Flows Used in Operating Activities
 
$
(14,696
)
 
$
(32,363
)
Cash Flows Provided by (Used in) Investing Activities
 
$
-
   
$
-
 
Cash Flows Provided by Financing Activities
 
$
-
   
$
42,500
 
Net Increase (Decrease) in Cash During Period
 
$
(14,696
)
 
$
10,137
 
Cash Flows from Operating Activities
During the nine month period ended August 31, 2014, cash used in operating activities was $14,696 compared to cash used in operating activities of $32,363 during the same period ended August 31, 2013. The decrease in cash used in operating activities, during 2014, was attributed to increased operating costs due to the management fee paid and professional fees for the recent corporate reorganization, offset by increases in accounts payable and due to shareholder of $30,495 and $39,205, respectively.

Cash Flows from Investing Activities

From inception (April 30, 2012) through August 31, 2014, we did not use any cash for investing activities. 

Cash Flows from Financing Activities

We have financed our operations from the issuance of equity. For the nine month periods ended August 31, 2014 and 2013, we generated $nil and $42,500, respectively from financing activities.  For the period ended April 31, 2013, we received $42,500 from the issuance of 28,050,000 shares of our common stock.

Going Concern

Our auditors have issued a going concern opinion on our audited financial statements for the year ended November 30, 2013.  This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay for our expenses.  This is because we have not generated any revenues. There is no assurance we will ever reach this point. Our financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should we be unable to continue as a going concern.
The continuation of our business is dependent upon obtaining further financing, acquiring a new business and achieving a break even or profitable level of operations in that new business.  The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current or future stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.
There are no assurances that we will be able to obtain additional financing through either private placements, and/or bank financing or other loans necessary to support our working capital requirements.  To the extent that funds generated from operations and any private placements, public offerings and/or bank financing are insufficient, we 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 us.

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Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

As a "smaller reporting company", we are not required to provide the information required by this Item.

Item 4.  Controls and Procedures.

Management's Report on Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (our principal executive officer, principal financial officer and principle accounting officer) to allow for timely decisions regarding required disclosure.

As of the end of the quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our president (our principal executive officer, principal financial officer and principle accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (our principal executive officer, principal financial officer and principle accounting officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report for the reasons disclosed in our annual report on Form 10-K filed on March 17, 2014.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over financial reporting that occurred during the quarter ended August 31, 2014, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II – OTHER INFORMATION

Item 1.  Legal Proceedings.

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 1A.  Risk Factors.

An investment in our common stock involves a number of very significant risks. You should carefully consider the risk factors included in the "Risk Factors" section of our annual report on Form 10-K for the fiscal year ended November 30, 2013 filed with the SEC on March 17, 2014 in addition to other information in our annual report on Form 10-K for the fiscal year ended November 30, 2013 filed with the SEC on March 17, 2014 and in this quarterly report in evaluating our company and its business before purchasing shares of our company's common stock. Our business, operating results and financial condition could be seriously harmed due to any of those risks. You could lose all or part of your investment due to any of these risks.

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Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

We did not sell any equity securities which were not registered under the Securities Act of 1933 during the quarter ended August 31, 2014.

Item 3.  Defaults Upon Senior Securities.

None.

Item 4.  Mine Safety Disclosures.

Not applicable.

Item 5.  Other Information.

None.
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Item 6.  Exhibits.

The following exhibits are included as part of this report:

Exhibit No.
 
Description
 
 
 
31.1
 
32.1
 
101.INS*
 
XBRL Instance
101.SCH*
 
XBRL Taxonomy Extension Schema
101.CAL*
 
XBRL Taxonomy Extension Calculations
101.DEF*
 
XBRL Taxonomy Extension Definitions
101.LAB*
 
XBRL Taxonomy Extension Labels
101.PRE*
 
XBRL Taxonomy Extension Presentation

*  XBRL Information is furnished and not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
Be at TV, Inc.
 
(Registrant)
 
 
 
 
Dated: October 10, 2014
/s/ Linda Miller
 
Linda Miller
 
President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director
 
(Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)
 
 
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