UNITED STATES

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 February 28, 2018

  

or

  

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

 

For the transition period from _______ to _______

  

Commission File Number 000-55667

  

CHEETAH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

37-1763227

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

 

Suite #310 – 1922 9th Avenue, Seattle, WA		98101
(Address of principal executive offices)		(Zip Code)

 

206-650-1791

(Registrant’s telephone number, including area code)

N/A

(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. x 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). x YES   ¨ NO

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.  

 

Large accelerated filer

¨

Accelerated filer

¨

Non-accelerated filer

¨

(Do not check if a smaller reporting company)

Smaller reporting company

x

Emerging growth 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

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

 

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. ¨ YES   ¨ NO

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

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

 

20,691,050 common shares issued and outstanding as of May 22, 2018.

 

 

TABLE OF CONTENTS

 

 

PART I - FINANCIAL INFORMATION			3
Item 1.	Financial Statements		3
Item 2.	Management's Discussion and Analysis of Financial Condition or Plan of Operation		9
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		13
Item 4.	Controls and Procedures		13
PART II - OTHER INFORMATION			14
Item 1.	Legal Proceedings		14
Item 1A.	Risk Factors		14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		14
Item 3.	Defaults Upon Senior Securities		14
Item 4.	Mine Safety Disclosures		14
Item 5.	Other Information		14
Item 6.	Exhibits		15
SIGNATURES			16

 

2

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

CHEETAH ENTERPRISES, INC.

Condensed Balance Sheets

(Unaudited)

 

		February 28,				November 30,
		2018				2017
ASSETS
Current Assets
Cash and cash equivalents		$	25,622			$	1,673
Total Current Assets			25,622				1,673
TOTAL ASSETS		$	25,622			$	1,673
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable and accrued liabilities		$	14,376			$	2,097
Total Current Liabilities			14,376				2,097
TOTAL LIABILITIES			14,376				2,097
Stockholders' Equity (Deficit)
Preferred stock: 10,000,000 authorized; $0.001 par value No shares issued and outstanding			-				-
Common stock: 125,000,000 authorized; $0.001 par value 20,691,050 and 20,566,050 shares issued and outstanding February 28, 2018 and November 30, 2017			20,691				20,566
Additional paid in capital			147,785				122,910
Accumulated deficit			(157,230	)			(143,900	)
Total Stockholders' Equity (Deficit)			11,246				(424	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)		$	25,622			$	1,673

 

See notes to the unaudited financial statements.

 

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CHEETAH ENTERPRISES, INC.

Condensed Statement of Operations

(Unaudited)

 

		Three Months Ended
		February 28,
		2018				2017
Revenue		$	-			$	-
Operating Expenses
General and administrative			5				12,220
Professional fees			13,325				8,895
Total Operating Expenses			13,330				21,115
Net loss from operations			(13,330	)			(21,115	)
Provision for income taxes			-				-
Loss from discontinued operations, net of tax			-				(57	)
Net loss		$	(13,330	)		$	(21,172	)
Basic and dilutive loss per common share		$	(0.00	)		$	(0.00	)
Weighted average number of common shares outstanding			20,584,106				20,466,050

 

See notes to the unaudited financial statements.

 

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CHEETAH ENTERPRISES, INC.

Condensed Statement of Cash Flows

(Unaudited)

 

		Three Months Ended
		February 28,
		2018				2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(13,330	)		$	(21,172	)
Adjustments to reconcile net loss to net cash
Changes in operating assets and liabilities:
Prepaid expenses and other assets			-				840
Accounts payable			12,279				(21,935	)
Net Cash used in Operating Activities			(1,051	)			(42,267	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net Cash used in Investing Activities			-				-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceed from loan from related party			-				30,000
Proceeds from issuance of common stock			25,000				-
Net Cash provided by Financing Activities			25,000				30,000
Net increase (decrease) in cash and cash equivalents			23,949				(12,267	)
Cash and cash equivalents, beginning of period			1,673				20,966
Cash and cash equivalents, end of period		$	25,622			$	8,699
Supplemental cash flow information
Cash paid for interest		$	-			$	-
Cash paid for taxes		$	-			$	-

 

See notes to the unaudited financial statements.

 

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CHEETAH ENTERPRISES, INC.

Notes to the Condensed Financial Statements

February 28, 2018

(Unaudited)

 

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Cheetah Enterprises, Inc. (the “Company”) is a Nevada corporation incorporated on June 27, 2014. It is based in Seattle, WA. 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.

 

We are currently seeking new business opportunities with established business entities for merger with or acquisition of a target business.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Unaudited Interim Financial Statements

 

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and Article 8 of Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. This report on Form 10-Q should be read in conjunction with the Company's audited financial statements and notes thereto included in the Company's Annual Report on Form 10-K, for the fiscal year ended November 30, 2017, as filed with the Securities and Exchange Commission ("SEC") on April 20, 2018.

 

In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

 

Basis of Presentation

 

The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

 

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 $25,622 and $1,673 in cash and cash equivalents as of at February 28, 2018 and November 30, 2017, respectively.

 

Net Loss Per Share of Common Stock

 

The Company has adopted ASC Topic 260, “Earnings per Share,” (“EPS”) which requires presentation of basic 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. In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period.

 

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

 

Concentrations of Credit Risk

 

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 that 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.

 

Financial Instruments

 

The Company's financial instruments consist principally of cash and accounts payable. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments.

 

Commitments and Contingencies

 

The Company follows ASC 450-20, “Loss Contingencies,” to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of February 28, 2018.

 

Revenue Recognition

 

The Company will recognize revenue from the sale of products and services in accordance with ASC 605, “Revenue Recognition.” The Company will recognize revenue 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.

 

Recent Accounting Pronouncements

 

Management has considered all recent accounting pronouncements issued. The Company's management believes that these recent pronouncements will not have a material effect on the Company's financial statements.

 

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NOTE 3 - GOING CONCERN

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of February 28, 2018, the Company has a loss from operations of $13,330, an accumulated deficit of $157,230 and has earned minimal revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended November 30, 2018.

 

The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings and through loans from officers and directors.

 

These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

NOTE 4 - EQUITY

 

Preferred Stock

 

The Company has authorized 10,000,000 preferred shares with a par value of $0.001 per share. The Board of Directors are authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes.

 

Common Stock

 

The Company has authorized 125,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

 

During the three months ended February 28, 2018, the Company issued 125,000 shares of common stock for cash of $25,000

 

As of February 28, 2018, and November 30, 2017, 20,691,050 and 20,566,050 shares of common stock were issued and outstanding, respectively.

 

NOTE 5 - SUBSEQUENT EVENTS

 

Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no additional events have occurred that require disclosure.

 

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Item 2. Management's Discussion and Analysis of Financial Condition or Plan of Operation

 

FORWARD-LOOKING STATEMENTS

 

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

 

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

 

Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to “common stock” refer to shares of our common stock.

 

As used in this quarterly report, the terms “we”, “us”, “our company”, mean Cheetah Enterprises, Inc. a Nevada corporation, unless otherwise indicated.

 

Corporate Overview

 

We were incorporated under the laws of the State of Nevada on June 27, 2014. From inception, we were in the business of providing quality used vehicles at a reasonable cost to customers in Costa Rica, through our previously wholly-owned Costa Rican subsidiary, Cheetah Autos S.A.

 

On May 25, 2017, and pursuant to a purchase agreement dated May 24, 2017, Shane Drdul, a majority stockholder of our company, sold to Ed Mulhern 16,7700,000 shares of our common stock for total consideration of $34,000. Mr. Mulhern paid the $34,000 purchase price for these shares using cash on hand. The shares sold by Mr. Drdul constitute of all of the shares of common stock of our company owned by him.

 

Immediately after the completion of this purchase, Mr. Mulhern held approximately 82% of our issued and outstanding common stock.

 

In connection with this purchase, on May 25, 2017, Mr. Mulhern was appointed as President, Secretary, Treasurer, Chief Executive Officer and a director of our company.

 

In addition, in connection with this purchase, on May 25, 2017, Juan Bordallo, a director of the Company until that date, resigned as a director of our company.

 

On February 8, 2018, our board of directors accepted the resignation of Shane Drdul as a director.

 

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As of October 31, 2017, our wholly-owned subsidiary, Cheetah Autos S.A. discontinued operations, we are therefore, no longer in the business of auto sales in Costa Rica.

 

We have not ever declared bankruptcy, been in receivership, or involved in any kind of legal proceeding. We have minimal revenues and limited cash on hand. We have sustained losses since inception and have relied solely upon the sale of our securities for funding.

 

Business of the Company

 

We are currently seeking new business opportunities with established business entities for 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 OTCQB, 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 awards or options; (viii) potentially enhanced corporate image; and (ix) a presence in the United States’ capital market.

 

We may seek a business opportunity with entities that 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 anticipated that our sole officer and director will continue to manage our company.

 

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. 

 

We anticipate that the selection of a business opportunity in which to participate will be complex and without certainty of success. 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. We have been reliant on loans by affiliated and non-affiliated parties to provide financial contributions and services to keep our company operating. Further, we believe that our company may have difficulties raising capital from other sources until we locate a prospective merger candidate 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. We currently have no written or oral agreement from our majority shareholder to continue to provide financial contributions.

 

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The Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of November 30, 2017, the Company has a net loss of $77,178, an accumulated deficit of $143,900 and has earned minimal revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended November 30, 2018.

 

The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings and through loans from officers and directors.

 

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Results of Operations

 

The following summary of our results of operations, for the three ended February 28, 2018, should be read in conjunction with our financial statements, as included in this Form 10-Q.

 

		Three Months Ended
		February 28,
		2018				2017				Change				%
Revenue		$	-			$	-			$	-				-
General and administrative expenses			5				12,220				(12,215	)		(100		%)
Professional fees			13,325				8,895				4,430				50	%
Loss from discontinued operations			-				(57	)			57			(100		%)
Net loss		$	(13,330	)		$	(21,172	)		$	7,842			(37		%)

 

Three months ending February 28, 2018 compared to three months ending February 28, 2017:

 

For the three months ended February 28, 2018, we incurred $5 in general and administrative expenses and $13,325 in professional fees, resulting in an operating and net loss of $13,330. For the three months ended February 28, 2017, we incurred $12,220 in general and administrative expenses, $8,895 in professional fees and loss from discontinued operations of $57, resulting in an operating and net loss of $21,172. The professional fees were primarily related to our ongoing regulatory requirements.

 

Liquidity and Capital Resources

 

From June 27, 2014 (inception) through February 28, 2018, we have relied almost exclusively on funds raised from sales of shares of our common stock under our registration statement and to one of our founders. The offering of the securities registered by that registration statement commenced on June 25, 2015 and closed on March 31, 2016. 3,696,050 shares of our common stock registered by that registration statement were sold for gross proceeds of $39,961.

 

Our operations commenced in January 2015, from the purchase and sale of our first vehicle. As of October 31, 2017, our wholly-owned subsidiary, Cheetah Autos S.A. discontinued operations. As we no longer have an operating business, we do not expect to earn revenue in the near future. We require additional funds to cover minimal operations over the next 12 months and we will require at least $20,000 to remain reporting with the SEC for the next 12 months.

 

We may need to raise additional capital to carry out our business plan. There can be no assurance that we will be able to raise additional capital or if we are able to raise additional capital that the terms will be acceptable to us.

 

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We had cash on hand of $25,622 and $1,673 at February 28, 2018 and November 30, 2017, respectively. Our primary needs for cash are for professional fees related to being a reporting company.

 

Working Capital

 

		February 28,				November 30,
		2018				2017				Change				%
Current assets		$	25,622			$	1,673			$	23,949				1,432	%
Current liabilities		$	14,376			$	2,097			$	12,279				586	%
Working capital		$	11,246			$	(424	)		$	11,670			(2,752		%)

 

Cash Flows

 

		Three Months Ended
		February 28,
		2018				2017				Change
Cash used in operating activities		$	(1,051	)		$	(42,267	)		$	41,216
Cash provided by financing activities		$	25,000			$	30,000			$	(5,000	)
Cash and cash equivalents on hand		$	25,622			$	8,699			$	16,923

 

As at February 28, 2018 our company’s cash balance was $25,622 and total assets were $25,622. As at November 30, 2017, our company’s cash balance was $1,673 and total assets were $1,673.

 

As at February 28, 2018, our company had total liabilities of $14,376, compared with total liabilities of $2,097 as at November 30, 2017.

 

As at February 28, 2018, our company had working capital of $11,246 compared with working capital deficit of $424 as at November 30, 2017. The increase in working capital was primarily attributed to an increase in cash.

 

Cash Flow from Operating Activities

 

During the three months ended February 28, 2018, our company used $1,051 in cash from operating activities, compared to $42,267 cash used in operating activities during the three months ended February 28, 2017. The cash used from operating activities for the three months ended February 28, 2018 was attributed to net loss of $13,330 and a decrease in accounts payable of $12,279.

 

Cash Flow from Investing Activities

 

The company did not use any funds for investing activities in the three months ended February 28, 2018 or the three months ended February 28, 2017.

 

Cash Flow from Financing Activities

 

Net cash from financing activities was $25,000 for issuance of common stock for the three months ended February 28, 2018 compared to net cash from financing activities of $30,000 for the three months ended February 28, 2017.

 

Off-Balance Sheet Arrangements

 

We have no 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 is material to stockholders.

 

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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

 

Evaluation of Disclosure Controls and Procedures

 

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of February 28, 2018. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms as a result of the following material weaknesses:

 

The specific material weakness identified by our management was ineffective controls over certain aspects of the financial reporting process because of a lack of a sufficient complement of personnel with a level of accounting expertise and an adequate supervisory review structure that is commensurate with our financial reporting requirements and inadequate segregation of duties. A "material weakness" is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements would not be prevented or detected on a timely basis.

 

We expect to be materially dependent upon a third party to provide us with accounting consulting services for the foreseeable future. Until such time as we have a chief financial officer with the requisite expertise in U.S. GAAP, there are no assurances that the material weaknesses in our disclosure controls and procedures and internal control over financial reporting will not result in errors in our financial statements which could lead to a restatement of those financial statements.

 

Changes in Internal Controls

 

There have been no changes in our internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Securities Exchange Act Rule 13a-15 or Rule 15d-15 that occurred in the quarter ended February 28, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

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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

 

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

 

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

 

During the three months ended February 28, 2018, the Company issued 125,000 shares of common stock for cash of $25,000.

 

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

 

Exhibit Number		Description		Incorporated by Reference
				Form		Exhibit		Filing Date
(3)		(i) Articles of Incorporation (ii) Bylaws
3.1		Articles of Incorporation, as filed with the Nevada Secretary of State		S-1		3.1		March 17, 2015
3.2		Certificate of Amendment to Articles of Incorporation		S-1		3.2		March 17, 2015
3.3		By-laws		S-1		3.3		March 17, 2015
(14)		Code of Ethics
14.1		Code of Ethics		10-K		14.1		February 29, 2016
(21)		Subsidiaries of Registrant
21.1		Subsidiaries of Registrant		10-K		21.1		February 29, 2016
(31)		Rule 13a-14 (d)/15d-14d) Certifications
31.1*		Section 302 Certification by the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)		Section 1350 Certifications
32.1**		Section 906 Certification by the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
101**		Interactive Data File
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

________ 

* Filed herewith.

** Furnished herewith

 

15

Table of Contents

 

SIGNATURES

 

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

		CHEETAH ENTERPRISES, INC.
		(Registrant)
Dated: June 4, 2018		/s/ Ed Mulhern
		Ed Mulhern
		President, Chief Executive Officer, Chief Financial Officer and Director
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
		`

 

 

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