UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(MARK ONE)

 

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

 

For the quarterly period ended February 29, 2020

 

OR

 

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

 

For the transition period from _______ to ______

 

Commission File No. 000-55383

 

AGENTIX CORP.

(Exact name of registrant as specified in its charter)

 

Nevada		46-2876282
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

 

32932 Pacific Coast Highway, #14-254

Dana Point, California 92629

(Address of principal executive offices, zip code)

 

(949) 933-5411

(Registrant’s telephone number, including area code)

 

____________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

 

Indicate by check mark whether the issuer (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 every Interactive Data File required to be submitted 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 such files). Yes ☒     No ☐

 

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

 

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

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

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐      No ☐

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

As of April 23, 2020, there were 3,806,613 shares of common stock, $0.001 par value per share, outstanding.

 

 

AGENTIX CORP.

QUARTERLY REPORT ON FORM 10-Q

FOR THE PERIOD ENDED FEBRUARY 29, 2020

 

INDEX

 

Index			Page
Part I. Financial Information
Item 1.	Financial Statements		F-1
	Balance sheets at February 29, 2020 (Unaudited) and August 31, 2019.		F-2
	Statements of operations for the three and six months ended February 29, 2020 and February 28, 2019 (unaudited).		F-3
	Statement of changes in stockholders’ equity (deficit) for the three and six months ended February 29, 2020 and February 28, 2019 (Unaudited), and year ended August 31, 2019.		F-4-F-5
	Statements of cash flows for the six months ended February 29, 2020 and February 28, 2019 (unaudited).		F-6
	Notes to Financial Statements (unaudited).		F-7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.		4
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.		6
Item 4.	Controls and Procedures.		6
Part II. Other Information
Item 1.	Legal Proceedings.		7
Item 1A.	Risk Factors		7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.		7
Item 3.	Defaults Upon Senior Securities.		7
Item 4.	Mine Safety Disclosures.		7
Item 5.	Other Information.		7
Item 6.	Exhibits.		8
Signatures			9

 

2

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q of Agentix Corp., a Nevada corporation (the “Company”), contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. 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. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the volatility of oil and gas prices, the possibility that equipment development efforts will not produces equipment that prospective customers want to purchase, the Company’s need for and ability to obtain additional financing, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).

 

Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

 

3

Table of Contents

 

PART I. FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS.

 

Agentix Corp.

February 29, 2020 and February 28, 2019

Index to the Financial Statements

 

Contents		Page(s)
Balance sheets at February 29, 2020 (Unaudited) and August 31, 2019		F-2
Statements of operations for the three and six months ended February 29, 2020 and 2019 (Unaudited)		F-3
Statements of changes in stockholders’ equity (deficit) for the three months ended February 29, 2020 and 2019 (Unaudited)		F-4
Statements of changes in stockholders’ equity (deficit) for the six months ended February 29, 2020 and 2019 (Unaudited)		F-5
Statements of cash flows for the six months ended February 29, 2020 and 2019 (Unaudited)		F-6
Notes to the financial statements (Unaudited)		F-7

 

F-1

Table of Contents

 

Agentix Corp.

Balance Sheets

 

		February 29, 2020				August 31, 2019
		(Unaudited)
Assets
Current Assets
Cash		$	13			$	93
Total current assets			13				93
Computer Equipment
Computer equipment			1,328				1,328
Accumulated depreciation			(1,328	)			(1,328	)
Computer equipment, net			-				-
Total assets		$	13			$	93
Liabilities and Stockholders' Deficit
Current Liabilities
Accounts payable		$	23,996			$	7,245
Accounts payable - related party			5,250				5,250
Accrued expenses - related party			99				3,712
Convertible note payable, related party, net of unamortized discount			-				24,671
Total current liabilities			29,345				40,878
Long Term Liabilities
Convertible note payable, related-party			-				85,000
Total long term liabilities			-				85,000
Total liabilities			29,345				125,878
Commitments and Contingencies			-				-
Stockholders' Deficit
Preferred stock par value $0.001: 25,000,000 shares authorized;
0 shares issued or outstanding			-				-
Common stock par value $0.001: 50,000,000 shares authorized;
2,556,613 shares issued and outstanding as of February 29, 2020 and 20,570 shares issued and outstanding as of August 31, 2019			2,557				2,552
Additional paid-in capital			44,022,590				43,904,787
Accumulated deficit			(44,054,479	)			(44,033,124	)
Total stockholders' deficit			(29,332	)			(125,785	)
Total liabilities and stockholders' deficit		$	13			$	93

 

See accompanying notes to the unaudited financial statements.

 

F-2

Table of Contents

 

Agentix Corp.
Statements of Operations
		For the Three				For the Three				For the Six				For the Six
		Months Ended				Months Ended				Months Ended				Months Ended
		February 29, 2020				February 28, 2019				February 29, 2020				February 28, 2019
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Professional fees		$	11,751			$	13,841			$	16,751			$	36,502
Salary and wages - officers			-				20,000				-				40,000
General and administrative expenses			48				2,000				80				2,335
Total operating expenses			11,799				35,841				16,831				78,837
Loss from Operations			(11,799	)			(35,841	)			(16,831	)			(78,837	)
Other Expense
Interest expense, net			-				2,932				4,524				5,260
Other expense, net			-				2,932				4,524				5,260
Loss before Income Tax Provision			(11,799	)			(38,773	)			(21,355	)			(84,097	)
Income Tax Provision			-				-				-				-
Net Loss		$	(11,799	)		$	(38,773	)		$	(21,355	)		$	(84,097	)
Loss per share
- Basic and Diluted		$	(0.09	)		$	(0.04	)		$	(0.27	)		$	(0.08	)
Weighted average common shares outstanding
- Basic and Diluted			136,549				1,104,118				79,518				1,104,118

 

See accompanying notes to the unaudited financial statements.

 

F-3

Table of Contents

 

Agentix Corp.
Statements of Changes in Stockholders' Equity (Deficit)
For the three months ended February 29, 2020 (Unaudited) and 2019 (Unaudited)
		Common stock par value $0.001								Additional								Total
		Number of Shares				Amount				Paid-in Capital				Accumulated Deficit				Stockholders' Deficit
Balance, November 30, 2018			20,570			$	21			$	43,864,787			$	(43,943,265	)		$	(78,457	)
Contribution to capital											20,000								20,000
Stock split effected in the form of a dividend			2,531,331				2,531								(2,531	)			-
Net Loss															(38,773	)			(38,773	)
Balance, February 28, 2019			2,551,901			$	2,552			$	43,884,787			$	(43,984,569	)		$	(97,230	)
Balance, November 30, 2019			2,556,613			$	2,557			$	44,022,590			$	(44,042,680	)		$	(17,533	)
Net Loss															(11,799	)			(11,799	)
Balance, February 29, 2020			2,556,613			$	2,557			$	44,022,590			$	(44,054,479	)		$	(29,332	)

 

See accompanying notes to the unaudited financial statements. 

 

F-4

Table of Contents

 

Agentix Corp.
Statements of Changes in Stockholders' Equity (Deficit)
For the six months ended February 29, 2020 (Unaudited) and 2019 (Unaudited)
		Common stock par value $0.001								Additional								Total
		Number of Shares				Amount				Paid-in Capital				Accumulated Deficit				Stockholders' Deficit
Balance, August 31, 2018			20,570			$	21			$	43,844,787			$	(43,897,941	)		$	(53,133	)
Contribution to capital											40,000								40,000
Stock split effected in the form of a dividend			2,531,331				2,531								(2,531	)			-
Net Loss															(84,097	)			(84,097	)
Balance, February 28, 2019			2,551,901			$	2,552			$	43,884,787			$	(43,984,569	)		$	(97,230	)
Balance, August 31, 2019			2,551,901			$	2,552			$	43,904,787			$	(44,033,124	)		$	(125,785	)
Conversion of debt			4,712				5				117,803								117,808
Net Loss															(21,355	)			(21,355	)
Balance, February 29, 2020			2,556,613			$	2,557			$	44,022,590			$	(44,054,479	)		$	(29,332	)

 

See accompanying notes to the unaudited financial statements.

 

F-5

Table of Contents

 

Agentix Corp.
Statements of Cash Flows
		For the Six				For the Six
		Months Ended				Months Ended
		February 29, 2020				February 28, 2019
		(Unaudited)				(Unaudited)
Cash Flows from Operating Activities
Net loss		$	(21,355	)		$	(84,097	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense			-				132
Amortization of discount on derivative liabilities			329				1,962
Changes in operating assets and liabilities:
Accounts payable and accounts payable - related party			16,751				(7,711	)
Accrued expenses			4,195				38,591
Net Cash Used in Operating Activities			(80	)			(51,123	)
Cash Flows from Financing Activities
Proceeds from convertible notes payable, related parties			-				50,000
Net Cash Provided by Financing Activities			-				50,000
Net Change in Cash			(80	)			(1,123	)
Cash - beginning of reporting period			93				2,125
Cash - end of reporting period		$	13			$	1,002
Supplemental disclosure of cash flow information:
Interest paid		$	-			$	3,298
Non Cash Financing and Investing Activities
Exercise of conversion of debt and accrued interest - related party		$	117,808			$	-
Issuance of stock split effected in the form of a dividend		$	2,531			$	-
Capital contribution related to salaries waived		$	-			$	40,000

 

See accompanying notes to the unaudited financial statements.

 

F-6

Table of Contents

 

Agentix Corp.

February 29, 2020 and 2019

Notes to the Financial Statements

(Unaudited)

 

Note 1 - Organization and Operations

 

Agentix Corp.

 

FairWind Energy, Inc. (the “Company”, “Fairwind Energy”) was incorporated on April 18, 2013 under the laws of the State of Nevada. The Company engages in composite design, engineering and manufacturing to be used in solar/wind hybrid power systems, oil and gas industry pumping and civil engineering and infrastructure products. Effective June 17, 2019, the Company changed its name to Agentix Corp.

 

Note 2 - Significant and Critical Accounting Policies and Practices

 

The management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

 

Basis of Presentation

 

The accompanying financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) to Form 10-Q and 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 audited financial statements of the Company for the reporting period ended August 31, 2019 and notes thereto contained in the Company’s Annual Report on Form 10-K.

 

Deferred Tax Assets and Income Tax Provision

 

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

 

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

 

Note 3 – Going Concern

 

The Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

 

As reflected in the financial statements, the Company had an accumulated deficit at February 29, 2020, a net loss, and net cash used in operating activities for the six months then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

 

F-7

Table of Contents

 

The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

 

The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

Note 4 – Related Party Transactions

 

Free Office Space

 

The Company has been provided office space by Michael Winterhalter, former Chief Executive Officer, at no cost. Management determined that such cost is nominal and did not recognize the rent expense in its financial statement.

 

Convertible Note Payable

 

Effective October 9, 2019, Grays Peak Ventures LLC, an entity controlled by Scott Stevens (President and a Director of the Company), purchased all convertible promissory notes from Michael Winterhalter in the principal amount of $110,000 and $7,808 of accrued interest.

 

Effective October 24, 2019, Grays Peak Ventures LLC converted all promissory notes and accrued interest for 4,712 shares of common stock. The conversion rate under the Convertible Promissory Notes was the 10-day VWAP of shares of common stock on the OTC Markets, which was $25.00 per share on the date of conversion.

 

Note 5 – Equity

 

Effective June 17, 2019, the Company proceeded with a reverse stock split of 1,000 for 1 share of common stock. All figures have been updated to reflect the reverse stock split.

 

Effective December 3, 2019, the Company effected a 100-for-1 stock split effected in the form of a dividend of its shares of common stock. This stock split was recorded retroactively with a reclassification between retained earnings and common stock in the accompanying financial statements. This stock split was effective February 25, 2020. Accordingly, each holder of one share of common stock of the Company received 100 shares of common stock from the Company for such one share held. The record date with FINRA was December 3, 2019 and 2,531,331 shares were issued. The retained earnings and common stock amounts were affected by this transaction in the accompanying financial statements in the amount of $2,531.

 

Note 6 – Subsequent Events

 

On March 29, 2020, the Company issued 767,000 shares of common stock to Grays Peak Ventures LLC, a company controlled by Scott Stevens, the Company’s sole director and officer, in exchange and as compensation for Mr. Stevens serving and performing duties as a director of the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 30% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 767,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 333,000 shares of common stock to Thomas Puzzo in exchange and as compensation for Mr. Puzzo providing legal services to the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 13% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 333,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 150,000 shares of common stock to Michael Winterhalter, the Company’s former Chief Executive Officer and a former director, in exchange and as compensation for Mr. Winterhalter providing book keeping, record keeping and accounting services to the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 5.8% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 150,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, to a sophisticated purchaser who had access to registration-type information about the issuer.

 

F-8

Table of Contents

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

The following information should be read in conjunction with (i) the financial statements of Agentix Corp., a Nevada corporation (the “Company”), and development stage company, and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the August 31, 2019 audited financial statements and related notes included in the Company’s Form 10-K (File No. 000-55383; the “Form 10-K”), as filed with the Securities and Exchange Commission on December 5, 2019. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute “forward-looking” statements.

 

OVERVIEW

 

The Company was incorporated in the State of Nevada on April 18, 2013 and established a fiscal year end of August 31.

 

Going Concern

 

To date the Company has little operations or revenues and consequently has incurred recurring losses from operations. No revenues are anticipated until we complete the financing we endeavor to obtain, as described in the Form 10-K, and implement our initial business plan. The ability of the Company to continue as a going concern is dependent on raising capital to fund our business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern.

 

Our activities have been financed from the proceeds of share subscriptions. From our inception to February 29, 2020, we raised a total of $442,301 from private and public offerings of our common stock, and $179,000 from private offerings of debt in the form of convertible promissory notes.

 

The Company plans to raise additional funds through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through this or any other offerings.

 

CRITICAL ACCOUNTING POLICIES

 

The discussion and analysis of our financial condition and results of operations are based on our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We have identified the policies below as critical to our business operations and to the understanding of our financial results:

 

Basis of Presentation

 

The Company’s financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the rules and regulations of the SEC to Form 10-Q and 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 audited financial statements of the Company for the reporting period ended August 31, 2019 and notes thereto contained in the Company’s Annual Report on Form 10-K.

 

4

Table of Contents

 

Deferred Tax Assets and Income Tax Provision

 

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

 

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

 

PLAN OF OPERATION

 

We are a development stage corporation and have not yet generated or realized meaningful revenues from our business. We are involved in the design, engineering and manufacturing of composite products. The initial thrust of our business will be to supply products to the oil and gas industry. These products will include upstream production products such as sucker rods, fracking plugs, casings and other products where high temperature resistance, chemical resistance and a low weight to strength ratio products offer advantages to traditional materials (e.g., steel). If we are able to supply products to the oil and gas industry, then we plan to continue the development and sales of wind and solar hybrid energy systems. These systems also benefit from the use of higher performance materials (composites) and we will intend to incorporate them in product design and development.

 

Results of Operations

 

Three- and Six-Month Periods Ended February 29, 2020 and February 28, 2019

 

We recorded no revenues for the three and six months ended February 29, 2020 and February 28, 2019.

 

For the three months ending February 29, 2020, we incurred total operating expenses of $11,799, consisting of professional fees of $11,751, and general and administrative expenses of $48. By comparison, for the three months ending February 28, 2019, we incurred total operating expenses of $35,841, consisting of professional fees of $13,841, salaries and wages to officers of the Company of $20,000, and general and administrative expenses of $2,000. The decrease in expenses from February 28, 2019 to February 29, 2020, was due primarily to a decrease of $20,000 of salaries and wages to officers and directors.

 

For the six months ending February 29, 2020, we incurred total operating expenses of $16,831, consisting of professional fees of $16,751, and general and administrative expenses of $80. By comparison, for the six months ending February 28, 2019, we incurred total operating expenses of $78,837, consisting of professional fees of $36,502, salaries and wages to officers of the Company of $40,000, and general and administrative expenses of $2,335. The decrease in expenses from February 28, 2019 to February 29, 2020, was due primarily to a decrease of $40,000 of salaries and wages to officers and directors.

 

For the three months ended February 29, 2020, we had a net loss of $11,799, while for the three months ended February 28, 2019, we had a net loss of $38,773. For the six months ended February 29, 2020, we had a net loss of $21,355 while for the six months ended February 28, 2019, we had a net loss of $84,097.

 

5

Table of Contents

 

Liquidity and Capital Resources

 

At February 29, 2020, we had a cash balance of $13, and our working capital balance was $(29,332). We do not have sufficient cash on hand to complete our plan of operation for the next 12 months. We will need to raise funds to complete our plan of operation and fund our ongoing operational expenses for the next 12 months. Additional funding will likely come from equity financing from the sale of our common stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our Company. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our development activities and ongoing operational expenses. In the absence of such financing, our business will likely fail. There are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing. If we are unable to achieve the financing necessary to continue our plan of operations, then we will not be able to continue our development to complete our plan of operation and our business will fail.

 

Off-Balance Sheet Arrangements

 

The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders

 

Subsequent Events

  

On March 29, 2020, the Company issued 767,000 shares of common stock to Grays Peak Ventures LLC, a company controlled by Scott Stevens, the Company’s sole director and officer, in exchange and as compensation for Mr. Stevens serving and performing duties as a director of the Company from June 10, 2019 to March 27, 2020.  Such issuance amounted to approximately 30% of the issued and outstanding shares of common stock of the Company on the date of issuance.  The Company issued the 767,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 333,000 shares of common stock to Thomas Puzzo in exchange and as compensation for Mr. Puzzo providing legal services to the Company from June 10, 2019 to March 27, 2020.  Such issuance amounted to approximately 13% of the issued and outstanding shares of common stock of the Company on the date of issuance.  The Company issued the 333,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 150,000 shares of common stock to Michael Winterhalter, the  Company’s former Chief Executive Officer and a former director, in exchange and as compensation for Mr. Winterhalter providing book keeping, record keeping and accounting services to the Company from June 10, 2019 to March 27, 2020.  Such issuance amounted to approximately 5.8% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 150,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, to a sophisticated purchaser who had access to registration-type information about the issuer.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 3.

 

ITEM 4. CONTROLS AND PROCEDURES.

 

DISCLOSURE CONTROLS AND PROCEDURES

 

Under the supervision and with the participation of our management, our principal executive officer and our principal financial officer are responsible for conducting an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report. Disclosure controls and procedures means that the material information required to be included in our Securities and Exchange Commission reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, including any consolidating subsidiaries, and was made known to us by others within those entities, particularly during the period when this report was being prepared. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were not effective as of February 29, 2020.

 

There were no changes in the Company’s internal controls over financial reporting during the most recently completed fiscal quarter that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

 

6

Table of Contents

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

The Company is not currently subject to any legal proceedings. From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant. There are no such pending legal proceedings to which the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company’s business, financial condition or results of operations.

 

ITEM 1A. RISK FACTORS

 

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 1A.

 

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

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

None.

 

ITEM 5. OTHER INFORMATION.

 

Effective February 25, 2020, the Company effected a 100-for-1 dividend of its shares of common stock. Accordingly, each holder of one share of common stock of the Company received 100 shares of common stock from the Company for such one share held.

 

On March 29, 2020, the Company issued 767,000 shares of common stock to Grays Peak Ventures LLC, a company controlled by Scott Stevens, the Company’s sole director and officer, in exchange and as compensation for Mr. Stevens serving and performing duties as a director of the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 30% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 767,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 333,000 shares of common stock to Thomas Puzzo in exchange and as compensation for Mr. Puzzo providing legal services to the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 13% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 333,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, and to a sophisticated purchaser who had access to registration-type information about the issuer.

 

On March 29, 2020, the Company issued 150,000 shares of common stock to Michael Winterhalter, the Company’s former Chief Executive Officer and a former director, in exchange and as compensation for Mr. Winterhalter providing book keeping, record keeping and accounting services to the Company from June 10, 2019 to March 27, 2020. Such issuance amounted to approximately 5.8% of the issued and outstanding shares of common stock of the Company on the date of issuance. The Company issued the 150,000 shares of our common stock in reliance upon the exemption from the registration provided by Section 4(a)(2) of the Securities Act, as a sale by an issuer not involving any public offering, to a sophisticated purchaser who had access to registration-type information about the issuer.

 

7

Table of Contents

 

ITEM 6. EXHIBITS.

 

(a) Exhibits required by Item 601 of Regulation SK.:

 

Number			Description
3.1.1			Articles of Incorporation (1)
3.1.2			Certificate of Amendment to Articles of Incorporation (2)
3.1.3			Certificate of Change (2)
3.2			Bylaws (1)
31.1			Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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

_____________

(1)	Incorporated by reference to the Registrant’s Form S-1 (File No. 333-194975), filed with the SEC on April 1, 2014.
(2)	Incorporated by reference to the Registrant’s Form 8-K (File No. 000-55383), filed with the SEC on July 11, 2019.

  

* XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 

8

Table of Contents

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	AGENTIX CORP.
	(Name of Registrant)
Date: April 27, 2020	By:	/s/ Scott Stevens
	Name:	Scott Stevens
	Title:	President (principal executive officer, principal accounting officer and principal financial officer)

 

Agentix Corp. Reports 12/16/2015 - 10-K 12/12/2016 - 10-K 12/18/2017 - 10-K 11/13/2018 - 10-K 12/09/2020 - 10-K 02/27/2015 - 10-Q 04/16/2015 - 10-Q 07/20/2015 - 10-Q 01/14/2016 - 10-Q 04/14/2016 - 10-Q 07/20/2016 - 10-Q 01/23/2017 - 10-Q 04/13/2017 - 10-Q 07/24/2017 - 10-Q 01/16/2018 - 10-Q 04/16/2018 - 10-Q 07/20/2018 - 10-Q 01/22/2019 - 10-Q 01/16/2020 - 10-Q 04/27/2020 - 10-Q 07/13/2020 - 10-Q 01/13/2021 - 10-Q 03/29/2021 - 10-Q 07/09/2021 - 10-Q Also read Bsquare corp /wa - 8-k, departure of directors or certain officers; election of directors; appointment of certain officers: compensatory arrangements of certain officers amendments to articles of incorporation or bylaws; change in fiscal year submission of matters to a vote of security holders