Attached files

file filename
EX-31 - EXHIBIT - CSA HOLDINGS INC.certification311.htm
EX-32 - EXHIBIT - CSA HOLDINGS INC.certification321.htm
EXCEL - IDEA: XBRL DOCUMENT - CSA HOLDINGS INC.Financial_Report.xls




U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q


Mark One

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


For the quarterly period ended October 31, 2014


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


For the transition period from ______ to _______


Commission File No. 333-193153


ASTA HOLDINGS, CORP.
(Exact name of registrant as specified in its charter)

 

 

 

Nevada

8711

68-0683334

(State or jurisdiction of incorporation
or organization)

Primary Standard Industrial
Classification Code Number

IRS Employer
Identification Number


 14 Zelenaya Street, Ste. 20

Guryevsk, Russian Federation, 238300



(Address of principal executive offices)


Telephone +01179062122773
(Issuer’s telephone number)




1 | Page



Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 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[    ]

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [  ]

Accelerated filer [   ]

Non-accelerated filer [   ]

Smaller reporting company [X]

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

Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years.

N/A

Indicate by checkmark whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court.  Yes [   ]  No[   ]

Applicable Only to Corporate Registrants

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:

Class

Outstanding as of November 12, 2014

Common Stock, $0.001

9,680,000



2 | Page



ASTA HOLDINGS, CORP.


Form 10-Q


Part 1   

FINANCIAL INFORMATION

 

Item 1

Condensed Unaudited Financial Statements

4

   

   Condensed Unaudited Balance Sheets

4

      

   Condensed Unaudited Statements of Operations

5

 

   Condensed Unaudited Statements of Cash Flows

6

 

   Notes to Condensed Unaudited Financial Statements

7

Item 2.   

Management’s Discussion and Analysis of Financial Condition and Results of Operations

12

Item 3.   

Quantitative and Qualitative Disclosures About Market Risk

12

Item 4.

Controls and Procedures

12

Part II.

OTHER INFORMATION

 

Item 1   

Legal Proceedings

15

Item 2.  

Unregistered Sales of Equity Securities and Use of Proceeds

15

Item 3   

Defaults Upon Senior Securities

15

Item 4      

Mine Safety Disclosures

15

Item 5  

Other Information

15

Item 6      

Exhibits

16




3 | Page






ASTA HOLDINGS, CORP.

CONDENSED BALANCE SHEETS

 

OCTOBER 31, 2014

(UNAUDITED)

JULY 31, 2014

(AUDITED)

ASSETS

 

 

Current Assets

 

 

 

Cash and cash equivalents

$        28

$    10,010

 

Total current assets

28

10,010

 

 

 

 

Total Assets                                                         

$        28

$    10,010

 

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current  Liabilities

 

Loan from shareholder

$    13,650

$   10,100

 

Total current liabilities

13,650

10,100

 

 

 

 

Total Liabilities

13,650

10,100

 

Stockholders’ Deficit

  

Common stock, $0.001 par value, 75,000,000 shares authorized;

 

 

9,680,000 shares issued and outstanding

9,680

9,680

 

Additional paid-in-capital

19,620

19,620

 

Accumulated deficit

(42,922)

(29,390)

Total Stockholders’ Deficit

(13,622)

(90)

 

 

 

Total Liabilities and Stockholders’ Deficit

$        28

$    10,010



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






4 | Page






ASTA HOLDINGS, CORP.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

Three months ended October 31, 2014

Three months ended October 31, 2013

 

 

 

Revenue

 $           -

$       -               


Operating Expenses

 

 

 General and administrative

13,532

4,871

Net loss from operations

(13,532)

(4,871)

 

 

 

Net loss before tax

(13,532)

(4,871)

 

 

 

Income taxes

-

-

 

 

 

Net loss

$   (13,532)

$    (4,871)


Loss per common share – Basic and Diluted

(0.00)*

(0.00)*


Weighted Average Number of Common Shares   Outstanding-Basic and Diluted

9,680,000

7,500,000


* denotes a loss of less than $(0.01) per share


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




5 | Page






ASTA HOLDINGS, CORP.

CONDENSED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

 

Three months ended October 31, 2014

Three months ended October 31, 2013


Operating Activities

 

 

 

 

Net loss

 

$    (13,532)

$   (4,871)

 

Adjustments to reconcile net loss to net cash used in operating activities

 

-

-

 

Changes in operating assets and liabilities:

 

-

-

 

Net cash used in operating activities

 

(13,532)

(4,871)

 

 

 

 

Investing Activities

 

-

-

    Net cash provided by (used in) investing activities

 

-

-

 

 

 

 

Financing Activities

 

 

 

 

Proceeds from loan from shareholder

 

3,550

-

 

Net cash provided by financing activities

 

3,550

-

 

 

 

 

Net increase (decrease) in cash and equivalents

 

(9,982)

(4,871)

 

 

 

 

Cash and equivalents at beginning of the period

 

10,010

7,594

 

 

 

 

Cash and equivalents at end of the period

 

$         28

$      2,723

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

Cash paid for:

 

 

 

 

Interest                                                                                               

 

$           -

$          -

 

Taxes                                                                                           

 

$           -

$          -



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



6 | Page





ASTA HOLDINGS, CORP.

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

FOR THE THREE MONTH PERIODS ENDED OCTOBER 31, 2014 AND 2013

 (UNAUDITED)


NOTE 1 - BASIS OF PRESENTATION


Organization and Description of Business

ASTA HOLDINGS, CORP. (the “Company”, “we”, “us” or “our”) was incorporated under the laws of the State of Nevada on June 12, 2013 (“Inception”). We operate a business in yacht maintenance, which includes but is not limited to yacht repairs and maintenance, refurbishing, winterizing, custom refinishing and modifications, interior customization and professional boat detailing in the Russian Federation. Since Inception (“June 12, 2013”) through October 31, 2014 the Company has generated $3,800 in revenue and has accumulated losses of $42,922.


Going Concern

The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has incurred a loss since Inception (June 12, 2013) resulting in an accumulated deficit of $42,922 as of October 31, 2014 and further losses are anticipated in the development of its business.  Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern.  


The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and, or, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and, or, private placement of common stock.  


Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted July 31 fiscal year end.


Development Stage Company

The Company is in the development stage as defined under the then current Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 “Development-Stage Entities,” and among the additional disclosures required as a development stage company are that our financial statements were identified as those of a development stage company, and that the statements of operations, changes in stockholders’ equity and cash flows disclosed activity since the date of our inception (December 20, 2012) as a development stage company. Effective June 10, 2014 FASB changed its regulations with respect to Development Stage Entities and these additional disclosures are no longer required for annual reporting periods beginning after December 15, 2014 with the option for entities to early adopt these new provisions. The Company has elected to early adopt these provisions and consequently these additional disclosures have not been included in these financial statements.



7 | Page





Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates.


Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.


The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At October 31, 2014 and July 31, 2014 the Company's bank deposits did not exceed the insured amounts.


Financial Instruments

Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability. Accounting Standards Codification (“ASC”) 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. ASC 820 establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels:


Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and must be used to measure fair value whenever available.


Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.


Level 3: Significant unobservable inputs which reflect a reporting entity’s own assumptions about the assumptions that market participants would use for pricing an asset or liability. For example, level 3 inputs would relate to forecasts of future earnings and cash flows used in a discounted future cash flows method.


The recorded amounts of financial instruments, including cash and loan from shareholder approximate their market values as of October 31, 2014 due to the short term maturities of these financial instruments.





8 | Page



Impairment of Long-Lived Assets

The Company, when applicable, continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.


Income Taxes

The Company follows the liability method of accounting for income taxes.  Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).  The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.


Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification No. 605, “Revenue Recognition” ("ASC-605"), ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectibility is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectibility of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product or servicers has not been delivered or provided or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.


Advertising Costs

The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $0 during three month periods ended October 31, 2014 and 2013.


Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC 718,”Compensation – Stock Compensation”, when applicable.  To date, the Company has not adopted a stock option plan and has not granted any stock options


As of October 31, 2014 the Company has not issued any stock-based payments to its employees.



9 | Page




Basic and Diluted Income (Loss) Per Share

The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period.  Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.


No potential dilutive debt or equity instruments were issued or outstanding during the three month periods ended October 31, 2014 and 2013.


Dividends

The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.


Recent accounting pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company other than those relating to Development Stage Entities as discussed above.


NOTE 2 – COMMON STOCK


The Company has 75,000,000 common shares authorized with a par value of $ 0.001 per share.


On July 22, 2013 the Company issued 7,500,000 shares of its common stock at $0.001 per share for total proceeds of $7,500.


In April 2014, the Company issued 2,180,000 shares of its common stock at $0.01 per share for total proceeds of $21,800.


As of October 31, 2014, the Company has 9,680,000 shares issued and outstanding.


NOTE 3 – INCOME TAXES


As of October 31, 2014 the Company had net operating loss carry forwards of $42,922 that may be available to reduce future years’ taxable income through 2034. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a 100% valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.



10 | Page




NOTE 4 – RELATED PARTY TRANSACTIONS


In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders.  Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.  


As of October 31, 2014, the Company had a loan outstanding with the Company’s shareholder in the amount of $13,650. The loan is non-interest bearing, due upon demand and unsecured.


NOTE 5 – SUBSEQUENT EVENTS


The Company has evaluated subsequent events from October 31, 2014 through the date the financial statements were available to be issued on November 12, 2014 and has determined that there are no items to disclose.





FORWARD LOOKING STATEMENTS


Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.




11 | Page




ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION


GENERAL


ASTA HOLDINGS, CORP. (“Asta”, "the Company", “our” or "we") was incorporated under the laws of the State of Nevada on June 12, 2013 for the purpose of operating service in in yacht maintenance, which includes but is not limited to yacht repairs and maintenance, refurbishing, winterizing, custom refinishing and modifications, interior customization and professional boat detailing first in Russian Federation and later, assuming available funds, in North America. Our registration statement was filed with the Securities and Exchange Commission on December 31, 2013 and was declared effective on March 31, 2014.


CURRENT BUSINESS OPERATIONS


Asta Holdings, Corp. is a Russia based corporation that operates a business of yacht maintenance in Russia.


To date, our business operations have been limited to primarily, the development of a business plan, the completion of private placements for the offer and sale of our common stock, discussing the offers of yacht maintenance services with potential customers, and the signing of the service agreement with Inturia, Ltd., a private Russian company.  Since Inception (“June 12, 2013”) through October 31, 2014 the Company has generated $3,800 in revenue pursuant to the signed service agreement.


RESULTS OF OPERATIONS


As of October 31, 2014, we had total assets of $28 and total liabilities of $13,650.  We anticipate that we will continue to incur substantial losses in the next 12 months. Our financial statements have been prepared assuming that we will continue as a going concern.  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.


Three Month Period Ended October 31, 2014 Compared to the Three Month Period Ended October 31, 2013   


Revenue

During the three month period ended October 31, 2014 and 2013 we did not recognize any revenue, we had no customers during the three months ended October 31, 2013 and no services were provided pursuant to our signed service agreement during the three months ended October 31, 2014.



12 | Page



Operating Expenses


During the three month period ended October 31, 2014, we incurred general and administrative expenses of $13,532 compared to $4,871 during the three months ended October 31, 2013, an increase of $8,661. General and administrative expenses incurred generally related to corporate overhead, financial and administrative contracted services, such as legal and accounting and developmental costs. The increase in expenses in the three months ended October 31, 2014 as compared to the three months ended October 31, 2013 was largely due to the costs associated with our OTCQB application filed during the three months ended October 31, 2014.


Net Loss


Our net loss for the three months period ended October 31, 2014 was $13,532 compared to a loss of $4,871 incurred in the three months ended October 31, 2014, an increase of $8,661 due to the factors discussed above.




LIQUIDITY AND CAPITAL RESOURCES


As of October 31, 2014


As at October 31, 2014 our current assets were $28 compared to $10,010 in current assets at July 31, 2014. As at October 31, 2014, our current liabilities were $13,650 compared to $10,100 in current liabilities at July 31, 2014.


Stockholders’ deficit increased from $(90) as of July 31, 2014 to $(13,622) as of October 31, 2014 reflecting the impact of the operating losses we incurred in the period.   


Cash Flows for the Three Months Ended October 31, 2014 Compared to the Three Months Ended October 31, 2013


Cash Flows from Operating Activities


We have not generated positive cash flows from operating activities. For the three month period ended October 31, 2014, net cash flows used in operating activities were $13,532 compared to $4,871 for the three months ended October 31, 2013. The cash used in operations was identical to our net loss in both periods.


Cash Flows from Investing Activities


We neither used nor generated cash flow from investing activities during the three month periods ended October 31, 2014 and 2013.




13 | Page



Cash Flows from Financing Activities


We have financed our operations primarily from sales of shares of our common stock or advances from our principal stockholder. For the three months period ended October 31, 2014 net cash flows from financing activities was $3,500 received by way of a loan from a shareholder. We neither used nor generated cash flow from financing activities during the three months ended October 31, 2013.



PLAN OF OPERATION AND FUNDING


We expect that working capital requirements will continue to be funded through a combination of loans from our principal stockholder and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.


We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) developmental expenses associated with a start-up business and (ii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.


MATERIAL COMMITMENTS


As of the date of this Quarterly Report, we do not have any material commitments.


PURCHASE OF SIGNIFICANT EQUIPMENT


We do not intend to purchase any significant equipment during the next twelve months.


OFF-BALANCE SHEET ARRANGEMENTS


As of the date of this Quarterly Report, 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.



14 | Page




GOING CONCERN


The independent auditors' reports accompanying our July 31, 2014 and July 31, 2013 financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.


ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.



PART II. OTHER INFORMATION



ITEM 1. LEGAL PROCEEDINGS


We were not subject to any legal proceedings during the three months ended October 31, 2014 or 2013 and management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


No unregistered shares were sold during the three month period ended October 31, 2014.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES


No senior securities were issued and outstanding during the three month period ended October 31, 2014.


ITEM 4. MINE SAFETY DISCLOSURES


Not applicable to our Company.


ITEM 5. OTHER INFORMATION


None




15 | Page



ITEM 6. EXHIBITS


Exhibits:


31.1 Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).


31.2 Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).


32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.


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.


 

Asta Holdings, Corp.

Dated: November 12, 2014

By:/s/Uladzimir Astafurau

 

Uladzimir Astafurau, President and Chief Executive Officer and Chief Financial Officer




16 | Page