U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 

FORM 10-Q

 

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2017

 

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

for the transition period from _________ to ________.

 

Commission file number: 333-209429

 

UNLEASHED, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		36-4811250
(State of Incorporation)		(I.R.S. Employer I.D. Number)

 

Klincová 37, 821 08 Bratislava, Slovakia

(Address of principal executive offices) (Zip Code)

 

Issuer's telephone number: +42 123 6760

 

Securities registered under Section 12 (b) of the Act:

 

Title of each class to be registered		Name of exchange on which each class is to be registered
None		None

 

Securities registered under Section 12(g) of the Act:

 

None

(Title of Class)

 

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  ☐ 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  ☐ No (Currently inapplicable to Registrant)

 

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.

 

Large accelerated filer   o	Accelerated filer                     o
Non-accelerated filer     o	Smaller reporting company    ☒
(Do not check if a smaller reporting company)
	Emerging Growth Company  ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the securities act. o

 

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

 

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed fiscal year end, March 31, 2017: N/A.

 

The number of shares issued and outstanding of issuer's common stock, $.001 par value, as of August 3, 2017 was 28,070,000.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

None.

 

 

TABLE OF CONTENTS

 

		Page
PART I – FINANCIAL INFORMATION
Item 1:	Financial Statements (unaudited)	1
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	4
Item 4:	Controls and Procedures	4
PART II – OTHER INFORMATION
Item 1:	Legal Proceedings	5
Item 1A:	Risk Factors	5
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	5
Item 3:	Defaults Upon Senior Securities	5
Item 4:	Mine Safety Disclosures	5
Item 5:	Other Information	5
Item 6:	Exhibits	5

 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

Our financial statements included in this Form 10-Q are as follows:

 

F-1		Balance Sheet as of June 30, 2017 and March 31, 2017 (unaudited);
F-2		Statements of Comprehensive Loss for the three months ended June 30, 2017 and 2016 (unaudited);
F-3		Statements of Cash Flows for the three months ended June 30, 2017 and 2016 (unaudited); and
F-4		Notes to the unaudited Financial Statements.

  

 

Balance Sheets
(Unaudited)
		June 30,				March 31,
		2017				2017
ASSETS
Current Assets
Cash		$	41,079			$	39,863
Accounts Receivable			9,547				9,219
Allowance for doubtful debts			(9,547	)			(9,219	)
Inventories			853				903
Total Current Assets			41,932				40,766
Fixed Assets
Property and Equipment, net of accumulated depreciation of $767 and $668, respectively.			433				489
TOTAL ASSETS		$	42,365			$	41,255
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities			-				-
Current Liabilities
Accounts payable		$	803			$	-
Due to Investor			-				3,250
Total Current Liabilities			803				3,250
Total Liabilities			803				3,250
Commitment & Contingencies
Stockholders' Equity
Common stock, $0.001 par value, 100,000,000 shares authorized; 28,070,000 and 27,280,000 issued and outstanding as of June 30, 2017 and March 31, 2017, respectively			28,070				27,280
Additional paid-in capital			54,615				51,455
Accumulated deficit			(39,163	)			(37,178	)
Accumulated other comprehensive income			(1,960	)			(3,552	)
Total Stockholders' Equity			41,562				38,005
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	42,365			$	41,255

 

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

 

 

Unleashed Inc.

Statements of Comprehensive Loss

(Unaudited)

 

		Three Months				Three Months
		Ended				Ended
		June 30,				June 30,
		2017				2016
Revenues		$	183			$	121
Cost of Goods Sold			85				509
Gross Profit (Loss)			98				(388	)
Operating Expenses
Depreciation expense			73				83
General and administrative expenses			495				895
Professional Fees			1,120				2,413
Total Operating Expenses			1,688				3,391
Loss before Provision for Income Taxes			(1,590	)			(3,779	)
Provision for Income Taxes			-				-
Net Loss		$	(1,590	)		$	(3,779	)
Other Comprehensive Income (Loss)
Foreign currency translation adjustment			1,952				(710	)
Total Comprehensive Loss		$	362			$	(4,489	)
Net Loss per Share: Basic and Diluted		$	(0.00	)		$	(0.00	)
Weighted Average Number of Shares Outstanding: Basic and Diluted			28,044,945				15,064,020

 

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

 

 

Unleashed Inc.

Statements of Cash Flows

(Unaudited)

 

		Three Months				Three Months
		Ended				Ended
		June 30,				June 30,
		2017				2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss’		$	(1,590	)			(3,779	)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization expense			73				83
Changes in:			-
Accounts payable			790				(3,637	)
Non cash contribution			-				-
Inventories			81				90
Net cash provided by operating activities			(646	)			(7,243	)
CASH FLOWS FROM INVESTING ACTIVITIES
Property and Equipment			-				-
Net cash used in investing activities			-				-
CASH FLOWS FROM FINANCING ACTIVITIES
Loan From Investor			(3,360	)			-
Proceeds from sale of common stock			3,950				9,700
Net cash provided by financing activities			590				9,700
Effect of exchange rate changes on cash			1,272				(597	)
Changes in cash during the period			1,216				1,860
Cash at beginning of period			39,863				5,158
Cash at end of period		$	41,079				7,018
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for taxes		$	-			$	-
Cash paid for interest		$	-			$	-

 

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

 

 

Unleashed Inc.

Notes to the Unaudited Financial Statements

For the Three Months Ended June 30, 2017

 

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

 

We were incorporated as Unleashed Inc. (the Company) on March 5, 2015 in the State of Nevada for the purpose of designing, distributing and selling swim, surf and open water related products to customers.

 

Mr. Ridding operated the business as a sole proprietor under the dba “Unleashed Hardware Inc.” He started the business on December 2, 2014 when he purchased a computer, started working on product designs, and the Company’s website. Mr. Ridding contributed the business assets and liabilities of his sole proprietorship into Unleashed Inc.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The Company was incorporated, for the purpose of designing, distributing and selling swim, surf and open water related products to customers.

 

The Company has elected March 31 as its fiscal year end.

 

Basis of presentation

 

The Company reports revenue and expenses using the accrual method of accounting for financial and tax reporting purposes. The accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read in conjunction with the financial statements of the Company for the fiscal year ended March 31, 2017 and notes thereto contained in the Company's Annual Report on Form 10-K.

 

Earnings (Loss) Per Share

 

Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise of any common share rights unless the exercise becomes antidilutive and then only the basic per share amounts are shown in the report.

 

Estimates and Assumptions

 

Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements.

  

Accounts Receivable

 

The Company records accounts receivable at the net value of the face amount of customer invoices less any allowance for doubtful accounts. We evaluate our accounts receivable periodically based on specific identification of any accounts receivable for which we deem the net realizable value to be less than the gross amount of accounts receivable recorded; in these cases, we establish an allowance for doubtful accounts for those balances. In determining our need for an allowance for doubtful accounts, we consider historical experience, analysis of past due amounts, client creditworthiness and any other relevant available information. However, our actual experience may vary from our estimates. If the financial condition of our clients were to deteriorate, resulting in their inability or unwillingness to pay our fees, we may need to record additional allowances or write-offs in future periods. The Company mitigates this risk by collecting retainers from our clients prior to performing significant services.

 

The Company records an allowance for doubtful accounts, if any, as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client's inability to make required payments on accounts receivables, the provision is recorded in operating expenses. As of June 30, 2017 there was an allowance of $9,547 for doubtful accounts, and we did not record any bad debt expense during the period from Inception (May, 5 2015) through June 30, 2017.

 

 

Unleashed Inc.

Notes to the Unaudited Financial Statements

For the Three Months Ended June 30, 2017

 

Foreign Currency Translation

 

The functional currency of the Company is Great British Pounds (GBP). Monetary assets and liabilities of our operations are translated into United States dollar equivalents using the exchange rates in effect at the balance sheet date. While nonmonetary assets and liabilities in addition to common stock and additional paid in capital are translated at historical rate. Revenues, expenses and retained earnings are translated using the average exchange rates during each period. Adjustments resulting from the process of translating foreign functional currency financial statements into U.S. dollars are included in accumulated other comprehensive income in stockholders’ equity. As of June 30, 2017, these amounts were immaterial, and the total foreign currency translation gains included in other comprehensive loss was $1,960.

 

Recent Accounting Pronouncements

 

The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements.

 

NOTE 3 - PROPERTY AND EQUIPMENT

 

Property consists of equipment purchased for the production of revenues. As of:

 

		June 30, 2017				March 31, 2016
Equipment		$	1,200			$	1,157
Less accumulated depreciation			767				668
Equipment, net		$	433			$	489

 

Assets are depreciated over their useful lives beginning when placed in service. Depreciation expenses were $73 and $302 for the three months ended June 30, 2017 and year ended March 31, 2017 respectively.

 

NOTE 4 - PROVISION FOR INCOME TAXES

 

The reconciliation of income tax provision (benefit) at the U.S. statutory rate of 34% for the three months ended June 30, 2017 and for the three months ended June 30, 2016 to the Company’s effective tax rate is as follows:

 

		June 30, 2017				June 30, 2016
Income tax benefit at statutory rate		$	541			$	1,285
Change in valuation allowance			(541	)			(1,285	)
Income tax provision		$	-			$	-

 

The tax effects of temporary differences that give rise to the Company’s net deferred tax assets as of June 30, 2017 and March 31, 2017 are as follows:

 

		June 30, 2017				March 31, 2017
Deferred tax asset		$	13,182			$	12,641
Valuation allowance			(13,182	)			(12,641	)
Net deferred tax asset		$	–			$	–

 

 

Unleashed Inc.

Notes to the Unaudited Financial Statements

For the Three Months Ended June 30, 2017

 

The Company has approximately $39,163 of net operating losses (“NOL”) carried forward to offset taxable income, if any, in future years which expire commencing in fiscal 2035. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against all the deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized.

 

NOTE 5 - COMMITMENTS AND CONTINGENCIES

 

The Company is not presently involved in any litigation.

 

NOTE 6 - GOING CONCERN

 

As set forth on the Company's balance sheet, its assets total $42,365 and $41,255 as of June 30, 2017 and March 31, 2016 respectively. These amounts do not provide adequate working capital for the Company to successfully operate its business and to service its debt. Expenses incurred to the date of this prospectus are being recorded on the Company's books as they occur. This raises substantial doubt about its ability to continue as a going concern. Continuation of the Company as a going concern is dependent upon obtaining additional working capital. Management believes that the Company will be able to operate for the coming year by obtaining additional loans from Mr. Ridding and from equity funding. However, there can be no assurances that management's plans will be successful.

 

NOTE 7 - SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

 

On March 5, 2015, the Company’s founder, President and CEO, Anthony Ridding, acquired all the 15,000,000 common shares issued by the Company, at a price of $0.001 per share.

  

NOTE 8 - CAPITAL STOCK

 

The Company was incorporated on March 5, 2015 in Nevada with authorized capital of 100,000,000 shares of $0.001 par value common stock.

 

On March 5, 2015, the Company issued 15,000,000 shares of common stock to the founder for cash proceeds of $15,000.

 

On April 4, 2017, we issued 790,000 shares under a registration statement that was declared effective on April 15, 2016.

 

There were 28,070,000 and 27,280,000 shares of common stock issued and outstanding at June 30, 2017 and March 31, 2017 respectively. There were no shares of preferred stock issued and outstanding at June 30, 2017.

 

NOTE 9 - SUBSEQUENT EVENTS

 

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to June 30, 2017 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements.

 

 

Item 2. Management's Discussion and Analysis.

 

Forward-Looking Statements

 

Management's statements contained herein are not historical facts and are forward-looking statements. Factors which could have a material adverse effect on the operations and future prospects of the Company on a consolidated basis include, but are not limited to, those matters discussed under the section entitled “Risk Factors,” above. Such risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

 

Company Overview

 

We were incorporated as Unleashed Inc. on March 5, 2015 in the State of Nevada for the purpose of designing, distributing and selling swim, surf and open water related products to customers. Our office address is Klincová 37, 821 08 Bratislava, Slovakia, our phone is +42 123 6760 and our website is www.unleashedhardware.com.

 

Commencing in December 2014, Mr. Anthony Ridding, our founder and Chief Executive Officer, initially operated the business as a sole proprietor under the dba “Unleashed Hardware Inc.” Thereafter, on or about March 5, 2015, he contributed the business assets and liabilities of his sole proprietorship to the Company. The first sales occurred in August 2015.

 

Since inception the Company has successfully designed, tested and refined our Stand Up Paddleboard and Swim Tow Floats outsourced to manufacturers in China, created and launched our website www.unleashedhardware.com, established distribution channels for our products through our web-site and other third parties, and commenced the commercial sale of our products. The first sales of both of these products occurred in August 2015. We currently produce and sell two main products:

 

(1) Stand-up Paddleboard. Our stand up paddleboard (referred to as SUP) is inflatable and made from reinforced PVC. The device includes a carbon fiber paddle, hand pump, removable fin, carry bag, and repair kit. The board is 11 feet in length and designed for use by individuals with a weight of up to 120 Kgs (265 lbs).

 

(2) Dry Bag and Tow Float. Our dry bag and tow float is an inflatable floatation device with dry storage. The bag consists of a two-part inflatable 35liter storage system, connected to the swimmers waist by straps and towed behind by a leash. Storage is typically used for items such as food, clothing and communication devices. From a safety aspect, the bag can be used as a flotation device for fatigued swimmers and is bright orange in color to act as a safety beacon to other water users. The design of the product allows for participants to function without disruption to swimming.

 

Our products have been designed in Slovakia by our President and manufactured in China. In addition, our products are currently distributed from the UK and payment taken in pounds sterling. We have payment facilities on our website, eBay and a number of products for sale in retail outlets on a sale or return basis.

 

Results of Operations for the three months to June 30, 2017

 

Revenues

 

Our total revenue reported for the three months ended June 30, 2017 was $183 compared with $121 for the three months to June 30, 2016. Most of our revenues have occurred on third-party e-commerce sites and via our e-commerce website.

 

We expect revenues to increase for the year ended March 31, 2018 as a result of increased sales resulting from improved marketing and increased production. Subject to our ability to raise sufficient funds, we hope to develop our own e-commerce site in an effort to increase revenues.

 

 

Cost of Goods Sold

 

Our cost of goods sold for the three months to June 30, 2017 was $85 compared with $509 for the three months to June 30, 2016.

 

Gross Profit/(loss)

 

Gross profit for the three months to June 30, 2017 was $98 compared with the gross loss for the three months to June 30, 2016 of $(388).

 

Operating Expenses

 

Operating expenses were $1,688 and $3,391 for the three months to June 30, 2017 and 2016 respectively.

 

Our operating expenses for the three months to June 30, 2017 consisted of depreciation in the amount of $73, general and administrative expenses of $495 and professional fees of $1,120.

 

Our operating expenses for the three months to June 30, 2016 consisted of depreciation in the amount of $83, general and administrative expenses of $895 and professional fees of $2,413.

 

We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to the measures described above to implement our business plan and the professional fees associated with our becoming a reporting company under the Securities Exchange Act of 1934.

 

Net Loss

 

Net losses for the three months to June 30, 2017 and 2016 were $1,590 and $3,779 respectively.

 

Liquidity and Capital Resources

 

As of June 30, 2017, we had total current assets of $41,932, consisting of cash and inventories. We had current liabilities of $803 as of June 30, 2017. Accordingly, we had a working capital surplus of $41,129 as of June 30, 2017.

 

Operating activities used $646 in cash for the three months to June 30, 2017.

 

Our ability to operate beyond March 31, 2018, is contingent upon us obtaining additional financing and/or upon realizing sales revenue sufficient to fund our ongoing expenses. Until we are able to sustain our ongoing operations through sales revenue, we intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

 

Going Concern

 

Our assets at June 30, 2017 total $42,365. This amount does not provide adequate working capital for us to successfully operate our business. Expenses incurred to the date of this prospectus are being recorded our books as they occur. This raises substantial doubt about our ability to continue as a going concern. Our continuation as a going concern is dependent upon obtaining additional working capital. Management believes that we will be able to operate for the coming year by obtaining loans from Mr. Ridding and from equity funding, via proceeds raised from the offering set forth in this prospectus. However, there can be no assurances that management's plans will be successful.

 

Off Balance Sheet Arrangements

 

As of June 30, 2017, there were no off balance sheet arrangements.

 

 

Critical Accounting Policies

 

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. We do not believe that any accounting policies currently fit this definition.

 

Recently Issued Accounting Pronouncements

 

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

 

Not Applicable

 

Item 4. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures

 

Under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, we undertook an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Securities Exchange Act of 1934, Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based on this evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that such disclosure controls and procedures were not effective to ensure (a) that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (b) that information required to be disclosed is accumulated and communicated to management to allow timely decisions regarding disclosure.

 

Internal Controls Over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934.  A company’s internal control over financial reporting is a process designed by, or under the supervision of, the company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management, and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

In making its assessment, our management, including the Chief Executive Officer and Chief Financial Officer, used the criteria set forth in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

A material weakness is a control deficiency, or combination of control deficiencies, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.  We have identified revenue reporting was a quantitative material weaknesses in our internal controls over financial reporting as of the end of first quarter ended June 30, 2017.

 

There were no changes in our internal controls over financial reporting during the first quarter of the fiscal year ended March 31, 2017 that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 

This annual report on Form 10-Q for the quarter to June 30, 2017 does not include an auditor attestation report on our internal controls over financial reporting inasmuch as no attestation report was required under the rules of the Securities and Exchange Commission applicable to us as in effect at that time.

 

 

PART II – OTHER INFORMATION

 

Item 1. Legal Proceedings

 

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

 

Item 1A. Risk Factors

 

A smaller reporting company is not required to provide the information required by this Item.

 

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

 

None

 

Item 3. Defaults upon Senior Securities

 

None

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information

 

None

 

Item 6. Exhibits

 

Exhibit Number		Description of Exhibit
31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

 

 

SIGNATURES

 

In accordance with Section 13 or 15(d) 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.

 

UNLEASHED INC.
By:	/s/ Anthony Ridding
	Anthony Ridding President, Chief Executive Officer, Principal Executive Officer and Director

 

Date: August 3, 2017

 

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:	/s/ Anthony Ridding
	Anthony Ridding President, Chief Executive Officer, Principal Executive Officer and Director

 

Date: August 3, 2017

 

By:	/s/ Candice Tomkins
	Candice Tomkins Chief Financial Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and Director

 

Date: August 3, 2017

 

 

6