UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

Form 10-Q

 

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

 

For the quarterly period ended SEPTEMBER 30, 2020

 

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

 

ALTAIR INTERNATIONAL CORP.

(Exact name of registrant as specified in its charter)

 

Nevada	333-190235	99-0385465
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	322 North Shore Drive Building 1B, Suite 200 Pittsburgh, PA 15212
	(Address of principal executive offices)
	(412) 770-3140
	(Registrant’s Telephone Number)

 

Indicate by check mark whether the issuer (1) 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 ☐ 

 

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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting 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  ☑
	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 Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

 

As of October 21, 2020, there were 537,732,553 shares of the registrant’s $0.001 par value common stock issued and outstanding.

 

ALTAIR INTERNATIONAL CORP.

QUARTERLY REPORT

PERIOD ENDED SEPTEMBER 30, 2020

 

TABLE OF CONTENTS

 

			Page No.
		PART I - FINANCIAL INFORMATION
Item 1.		Financial Statements	F1 – F10
Item 2.		Management's Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.		Quantitative and Qualitative Disclosures About Market Risk	19
Item 4T.		Controls and Procedures	19
		PART II - OTHER INFORMATION
Item 1.		Legal Proceedings	20
Item1A.		Risk Factors	20
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3.		Defaults Upon Senior Securities	20
Item 4.		Mine Safety Disclosures	20
Item 5.		Other Information	20
Item 6.		Exhibits	20
		Signatures	21

 

 

Special Note Regarding Forward-Looking Statements

 

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Altair International Corp. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

 

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," or "ATAO" refers to Altair International Corp.

 

 

PART I - FINANCIAL INFORMATION

        

ITEM 1.

FINANCIAL STATEMENTS

 

 

INDEX		F-1
Balance Sheets as of September 30, 2020 (Unaudited) and March 31, 2020 (Audited)		F-2
Statements of Operations for the Three and Six Months Ended September 30, 2020 and 2019 (Unaudited)		F-3
Statements of Cash Flows for the Six Months Ended September 30, 2020 and 2019 (Unaudited)		F-4
Statements of Stockholders Equity for the Six Months Ended September 30, 2020 and 2019 (Unaudited)		F-5
Notes to the Financial Statements (Unaudited)		F-6

 

 

ALTAIR INTERNATIONAL CORP.
BALANCE SHEETS
AS OF SEPTEMBER 30, 2020 AND MARCH 31, 2020
		September 30, 2020				March 31, 2020
			(Unaudited)				(Audited)
ASSETS
Current Assets
Cash		$	12,929			$	26
Advances and deposits			—				1,789
Total current assets			12,929				1,815
Total assets		$	12,929			$	1,815
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable		$	23,417			$	8,186
Loans payable			14,165				14,165
Interest payable			2,400				3,176
Convertible notes payable			112,500				—
Derivative liability			3,037				—
Promissory note due to third party			9,990				—
Promissory note due to related party			—				30,000
Total current liabilities			165,509				55,527
Total Liabilities			165,509				55,527
Stockholders' Equity (Deficit)
Common Stock, $0.001 par value, 2,000,000,000 shares authorized; 537,732,553 shares issued and outstanding at September 30, 2020 and 496,732,553 at March 31, 2020			537,733				496,733
Additional paid-in-capital			353,007				350,693
Common stock to issue for services			450				—
Accumulated deficit			(1,043,770	)			(901,138	)
Total stockholders' equity (deficit)			(152,580	)			(53,712	)
Total liabilities and stockholders's equity (deficit)		$	12,929			$	1,815
The accompanying notes are an integral part of these financial statements

 

ALTAIR INTERNATIONAL CORP.
STATEMENTS OF OPERATIONS
(Unaudited)
			Three Month Period Ended September 30, 2020				Three Month Period Ended September 30, 2019				Six Month Period Ended September 30, 2020				Six Month Period Ended September 30, 2019
Expenses
Total General and Administrative expenses		$	43,951			$	345			$	80,930			$	690
Mining exploration expenses			56,126				—				56,126				—
Derivative liability expense			1,452				—				3,037				—
Interest expense			1,806				454				2,539				902
Loss (earnings) before income taxes			103,335				799				142,632				1,592
Income taxes			—				—				—				—
Net loss (earnings)		$	103,335			$	799			$	142,632			$	1,592
Loss (earnings) per share - Basic and diluted		$	0.0002			$	0.0000			$	0.0003			$	0.0000
Weighted Average Shares - Basic and diluted			516,254,292				496,732,553				507,356,965				496,732,553
The accompanying notes are an integral part of these financial statements.

 

 

ALTAIR INTERNATIONAL CORP.
STATEMENTS OF CASH FLOWS
(Unaudited)
		Six Month Period Ended September 30, 2020				Six Month Period Ended September 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)		$	(142,632	)		$	(1,592	)
Adjustments to reconcile net loss to net cash used in operating activities
Stock issued for debt settlement			3,314				—
Stock issued for services			30,000				—
Stock to be issued for services			450				—
Changes in:
Advances and deposits			1,789				—
Accounts payable			15,231				600
Interest payable			(776	)			902
			(92,624	)			(90	)
CASH FLOWS FROM INVESTING ACTIVITIES			—				—
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from convertible notes			112,500				—
Proceeds from promissory note			9,990				—
Derivative liability expense			3,037				—
Payments on Promissory Note due to related party			(20,000	)			—
			105,527				—
NET INCREASE IN CASH AND CASH EQUIVALENTS			12,903				(90	)
CASH AND CASH EQUIVALENTS
Beginning of period			26				136
End of period		$	12,929			$	46
Supplemental disclosures of cash flow information
Taxes paid		$	—			$	—
Interest paid		$	—			$	—
The accompanying notes are an integral part of these financial statements.

 

 

ALTAIR INTERNATIONAL CORP.
STATEMENTS OF STOCKHOLDERS' DEFICIT
For the six month period ended September 30, 2020
(Unaudited)
		Common Stock				Amount				Additional Paid-In-Capital				Capital Stock Subscribed				Accumulated Deficit				Total
Balance at March 31, 2020			496,732,553			$	496,732			$	350,694			$	—			$	(901,138	)		$	(53,712	)
Common shares issued for Director services			4,000,000			$	4,000			$	—			$	—				—				4,000
Common shares issued for debt settlement at $0.0012 per share			11,000,000			$	11,000			$	2,315			$	—				—				13,314
Net loss for the 3 months ended June 30, 2020																			(39,297	)		$	(39,297	)
Balance at June 30, 2020			511,732,553			$	511,732			$	353,009			$	—			$	(940,435	)		$	(75,695	)
Common shares issued for Officer services			26,000,000			$	26,000			$	—			$	—			$	—			$	26,000
Stock to be issued for consultant services			450,000							$	—			$	450			$	—			$	450
Net loss for the 3 months ended September 30, 2020																		$	(103,335	)		$	(103,335	)
Balance at September 30, 2020			538,182,553			$	537,732			$	353,009			$	450			$	(1,043,770	)		$	(152,580	)
For the six month period ended September 30, 2019
(Unaudited)
		Common Stock				Amount				Additional Paid-In-Capital				Capital Stock Subscribed				Accumulated Deficit				Total
Balance at March 31, 2019			496,732,553			$	496,733			$	350,693			$	—			$	(895,882	)		$	(48,456	)
Net loss for the 3 months ended June 30, 2019																		$	(793	)		$	(793	)
Balance at June 30, 2019			496,732,553			$	496,733			$	350,693			$	—			$	(896,675	)		$	(49,249	)
Net loss for the 3 months ended September 30, 2019																		$	(799	)		$	(799	)
Balance at September 30, 2019			496,732,553			$	496,733			$	350,693							$	(897,474	)		$	(50,048	)
The accompanying notes are an integral part of these financial statements.

 

ALTAIR INTERNATIONAL CORP.

Notes to the Financial Statements

September 30, 2020

(Unaudited)

 

The results for the six months ended September 30, 2020 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10K for the year ended March 31, 2020, filed with the Securities and Exchange Commission.

 

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2020 and for the related periods presented have been made.

 

 

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business

 

ALTAIR INTERNATIONAL CORP. (the “Company”) was incorporated under the laws of the State of Nevada on December 20, 2012. The Company’s physical address is 322 North Shore Drive, Building1B, Suite 200, Pittsburgh, PA 15212. The Company is in the development stage as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 "Development-Stage Entities.”

 

Mining Lease

 

The Company is currently engaged in identifying and assessing new business opportunities. In this regard, the Company entered into a Mining Lease effective August 3, 2020 with Oliver Geoservices LLC (“OGS”)under which the Company received an exclusive lease to mine certain unpatented lode mining claims known as the Walker Ridge located in Elko Country Nevada for a period of five years. The lease can be extended for an additional twenty years if certain extension payments are made within the term of the lease. The Company made an initial payment of $25,000 to secure the lease and is required to make advance royalty payments to maintain its exclusivity commencing December 1, 2020, starting at $25,000 and increasing in $25,000 increments each year for the initial five year term to $100,000 as well as issuing common shares to OGS in accordance with the following schedule.

 

On or before December 1, 2021	500,000 common shares
On or before December 1, 2022	500,000 common shares
On or before December 1, 2023	750,000 common shares
On or before December 1, 2024	750,000 common shares

 

In addition, a 3% net smelter fee royalty is payable on all mineral production from the leased property. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement which was filed as Exhibit 1.01 to a Form 8-K dated August 14, 2020.

 

The Company had previously planned to enter into license and distribution agreements for oral thin film nutraceutical products. This plan was abandoned in the 2017 fiscal year as the Company was unable to obtain the working capital required to bring the products to market.

 

Since inception (December 20, 2012) through September 30, 2020, the Company has not generated any revenue and has accumulated losses of $1,043,770.

 

In management’s opinion all adjustments necessary for a fair statement of the results for the interim periods have been made, and that all adjustments have been made to maintain the books in accordance with GAAP. Furthermore, sufficient disclosures have been made in order to ensure that the interim financial statements will not be misleading.

 

NOTE 2 - GOING CONCERN

 

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has incurred losses since inception resulting in an accumulated deficit of $1,043,770 as of September 30, 2020 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern.  The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from third parties and/or private placement of common stock. 

 

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

 

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the six month periods ending September 30, 2020 and 2019 and year ending March 31, 2020.

 

Cash and Cash Equivalents

 

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

 

The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At September 30, 2020 the Company's bank deposits did not exceed the insured amounts.

 

Convertible Promissory Notes

 

The Company has issued Promissory Notes with conversion provisions that allow the holder to convert the note into shares of the Company at a discount. The Company records an expense calculated at the date of issuance based on the amount the note could be converted into at that time, over and above the note payable.

 

Mining Expenses

 

The Company records all mining exploration and evaluation costs as expenses in the period in which they are incurred.

 

Basic and Diluted Income (Loss) Per Share

 

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

 

Income Taxes

 

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

 

Fair Value of Financial Instruments

 

FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

 

These tiers include:

 

Level 1: defined as observable inputs such as quoted prices in active markets;

 

Level 2:  defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

 

Level 3:  defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

 

The carrying amounts of financial assets and liabilities, such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments.

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

 

Reclassifications

 

Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the six month period September 30, 2020.

 

NOTE 4 – PROMISSORY NOTES

 

Williams Ten, LLC

 

On May 11, 2020, the Company issued a convertible note payable to Williams Ten, LLC in the amount of $15,000.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $15,467.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	Williams Ten, LLC
Original principal amount	$15,000
Net proceeds to the Company	$15,000
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.25 or (ii) 80% of the lowest closing bid price of the common stock in the 15 days prior to conversion.

 

EROP Capital, LLC

 

On May 13, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $20,000.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $1,057 which was calculated at issuance (May 13, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $20,614.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital, LLC
Original principal amount	$20,000
Net proceeds to the Company	$20,000
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days prior to conversion.

 

Thirty 05, LLC

 

On May 18, 2020, the Company issued a convertible note payable to Thirty 05, LLC in the amount of $17,500.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $18,018.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	Thirty 05, LLC
Original principal amount	$17,500
Net proceeds to the Company	$17,500
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i)$0.25 or 80% of the lowest closing bid price of the common stock in the 15 days prior to conversion.

 

EROP Capital, LLC

 

On June 5, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $10,000.

 

The Company determined there to be an embedded derivative liability present per the criteria of ASC 815, which requires the elements of the instrument to be bifurcated. The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $528 which was calculated at issuance (June 5, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,256.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital LLC
Original principal amount	$10,000
Net proceeds to the Company	$10,000
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company had the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder had the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.02 or 70% of the lowest closing bid over the prior five trading days prior to conversion.

 

EROP Capital, LLC

 

On July 16, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $7,500.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $396 which was calculated at issuance (July 16, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $7,651.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital, LLC
Original principal amount	$7,500
Net proceeds to the Company	$7,500
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days prior to conversion.

 

EROP Capital, LLC

 

On August 14, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $12,500.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $660 which was calculated at issuance (August 14, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $12,629.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital, LLC
Original principal amount	$12,500
Net proceeds to the Company	$12,500
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days prior to conversion.

 

Thirty 05, LLC

 

On August 14, 2020, the Company issued a convertible note payable to Thirty 05, LLC in the amount of $12,500.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $12,629.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	Thirty 05, LLC
Original principal amount	$12,500
Net proceeds to the Company	$12,500
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i)$0.25 or 80% of the lowest closing bid price of the common stock in the 15 days prior to conversion.

 

 

EROP Capital, LLC

 

On August 27, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $7,500.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $396 which was calculated at issuance (August 27, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $7,556.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital, LLC
Original principal amount	$7,500
Net proceeds to the Company	$7,500
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days prior to conversion.

 

EROP Capital, LLC

 

On September 30, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $10,000.

 

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.

 

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,000.

 

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

 

Note holder	EROP Capital, LLC
Original principal amount	$10,000
Net proceeds to the Company	$10,000
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
Conversion rights	On notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares of the Company at a rate of the lesser of (i) $0.25 or (ii) 80% of the lowest closing bid price of the common stock in the 15 days prior to conversion.

 

Byron Hampton

 

On August 24, 2020, the Company issued a promissory note payable to Mr. Byron Hampton in the amount of $9,990. The note has no conversion provisions.

 

At September 30, 2020 the balance on the outstanding note payable with interest accrued was $10,071.

 

Further details of the outstanding note as of September 30, 2020 are as follows:

 

Note holder	Byron Hampton
Original principal amount	$9,990
Net proceeds to the Company	$9,990
Term	12 months
Interest rate	8% computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
Security	Not secured
Prepayment rights	The Company has the right to prepay the Note without penalty.
Conversion rights	There are no conversion rights.

 

Interest expense for these notes as of September 30, 2020 and 2019 was $2,400 and $0.

 

Outstanding balances on the convertible notes and the promissory note as of September 30, 2020 and 2019 were $124,890 and $0. Furthermore, the total outstanding derivative liabilities on the convertible notes as of September 30, 2020 and 2019 were $3,037 and $0.

 

NOTE 5 – COMMON STOCK

 

The Company has 2,000,000,000 common shares authorized with a par value of $0.001 per share.

 

The Company had 496,732,553 common shares issued and outstanding at March 31, 2020.

 

During the three month period ended June 30, 2020, the Company issued 11,000,000 of its common shares in partial settlement of the outstanding balance of a Promissory Note due to Alan Smith. In addition, the Company issued 4,000,000 common shares to Mr. Leonard Lovallo for his role as an independent member of the Company’s Board of Directors.

 

The Company had 511,732,553 common shares issued and outstanding at June 30, 2020.

 

During the three month period ended September 30, 2020, the Company issued 26,000,000 common shares to Mr. Leonard Lovallo for his role as Chief Executive Office and President of the Company.

 

The Company had 537,732,553 common shares issued and outstanding at September 30, 2020.

 

NOTE 6 – RELATED PARTY TRANSACTIONS

 

On September 29, 2017, a Promissory Note (the “Note”) in the principal amount of $45,000 was issued to the Company’s sole officer and director for loans made to the Company in prior periods. The Note was unsecured and bore interest at 6% per annum. The Note matured March 31, 2018. On June 29, 2018, the Company made a partial payment of $15,000 on the Note. The balance of the Note including principal and interest was repaid through a cash payment of $20,000 and the issuance of 11,000,000 common shares valued at $0.0012 per share in the three month period ended June 30, 2020.

 

On April 10, 2018, the Company agreed to pay the sole officer and director of the Company $2,500 per month for a period of 4 months for the provision of management and financial services. On September 1, 2018, the Company agreed to extend this contract on a month-to-month basis at the existing rate of $2,500 per month. $22,500 was paid and $5,000 accrued as payable to February 28, 2019 when the agreement was terminated. The payable amount was paid in the three month period ended June 30, 2020.

 

On April 29, 2020 the Company entered into a General Services Agreement with Alan Smith, a director and the Company’s sole officer for the performance of duties of a CEO including the provision of management and financial services. The Agreement commenced May 1, 2020 and was to remain in full force and effect until December 31, 2010. Under the terms of the Agreement, Alan Smith received the following compensation:

 

i)

A monthly fee of $2,500;

ii)

Payment of past fee accruals in cash in the amount $5,000;

iii)

Settlement of the of the outstanding balance of the Promissory Note due to Alan Smith in the amount of $30,000 plus accrued interest through the payment of $20,000 in cash and the issuance of 11,000,000 common shares at $0.0012 per share.

 

On September 1, 2020 Mr. Smith notified the Company of his need to resign from his positions with the Company for health reasons. The General Services Agreement was therefore terminated. A new agreement was reached with Mr. Smith whereby he will provide management and financial consulting services to the Company on a month by month basis at $2,500 per month.

 

NOTE 7 – SUBSEQUENT EVENTS

 

In accordance with ASC 855-10, the Company has analyzed its operations from October 1, 2020 to November 3, 2020 and has determined that it has no other material subsequent events to disclose in these financial statements.

 

END OF NOTES TO FINANCIAL STATEMENTS

 

 

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

 

 

FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. You should read this report completely and with the understanding that actual future results may be materially different from what we expect. The forward-looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

 

Our Business

Altair International Corp. (“Altair”) is a development stage company that was incorporated in Nevada on December 20, 2012.

 

The Company is currently engaged in identifying and assessing new business opportunities. In this regard, the Company entered into a Mining Lease effective August 3, 2020 with Oliver Geoservices LLC under which the Company received an exclusive lease to mine certain unpatented lode mining claims known as the Walker Ridge located in Elko Country Nevada for a period of five years. The lease can be extended for an additional twenty years if certain extension payments are made within the term of the lease. The Company made an initial payment of $25,000 to secure the lease and is required to make advance royalty payments to maintain its exclusivity commencing December 1, 2020, starting at $25,000 and increasing in $25,000 increments each year for the initial five year term to $100,000 as well as a 3% net smelter fee royalty on all mineral production from the leased property. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement which was filed as Item 1.01 to a Form 8-K filed on August 14, 2020.

 

The Company has completed the staking process of 187 claims on the Walker Ridge site. The claims must be registered with the Nevada Bureau of Land Management. We estimate that the cost to register the claims to be between $40,000 and $50,000. To date, we have not registered the claims. The Company is currently awaiting completion by the United States Forestry Service (the “USFS”) of the calculations for the required Reclamation Bond which is required to begin work on the drill site. We estimate the value of the bond to be between $40,000 and $50,000.

 

 

About Walker Ridge

 

Location

The Walker Ridge Property is located in Elko County, Nevada, approximately 40 air miles (64 km) north of Elko. It is reached by driving north approximately 55 miles (88 km) from Elko on highway 225 to the PX ranch near mile marker 55. Traveling west on the gravel road for 20 miles (32 km) reaches the eastern boundary of the property. The center of the target area is at a latitude/longitude of 41 30’38” North and 115 55’48” West. Driving time from Elko to the property is approximately one hour.

 

 

Walker Ridge Property History

 

A large area (boundaries uncertain), located between the Jerritt Canyon and Big Springs properties, including ground covered by the present Walker Ridge Property claims, was explored by Tenneco (subsequently acquired by Echo Bay). From 1985-87, Tenneco/Echo Bay conducted geologic mapping, rock chip and soil geochemistry sampling (3400 samples) and drilled 31 shallow holes (maximum depth 400 ft or 122m), mostly to the southwest of the Walker Ridge Property. There are no useable maps available from this work, only summary reports. One shallow hole drilled within the present claim block (Figure 7.3), hole number FC1-87, intercepted Snow Canyon Fm below McAfee Quartzite at 245 feet (75m). It was anomalous in gold from there to TD at 300 feet (91m).

 

Independence Mining Company optioned the same property from Echo Bay between 1988 and 1993, drilling 6 holes totaling 4,920 feet (1,500m), southwest of the present claims. A deep rotary/core hole reached favorable Carlin-style host lithologies (Roberts Mountain Formation) at 1,495 feet (456m), or approximately 6,000 feet (1,830m) above mean sea level. There are no maps showing this work currently available, only summary reports. Echo Bay was absorbed by Kinross several years ago. It is possible that some of that data may be preserved in the archives of Kinross.

 

In 2007 an infill soil sampling program was carried out by Stratos over the central part of the current claim block to reduce the sample spacing to 200 feet (60m). The Company optioned the property in 2011. At the direction of the Company, Walker Ridge Gold Corp staked additional claims in 2011 and 2012. All claim staking has been paid by the Company and all additional claims have become a part of the option agreement. The Company has carried out gravity and CSAMT geophysical surveys in the fall of 2012.

 

There are no resource estimates, historical or current, and no recorded production from the property.

 

Risk Factors

 

As it applies to the Company’s mining and mineral exploration activities, the Company is in the business of acquiring, exploring and, if warranted, developing and exploiting natural exploration and evaluation assets. Due to the nature of the Company's proposed business and the present stage of exploration of its exploration and evaluation assets, the following risk factors, among others, will apply:

 

The Mining Industry is Intensely Competitive: The Company's business is the acquisition and exploration of exploration and evaluation assets. The mining industry is intensely competitive and the Company will compete with other companies that have far greater resources.

 

Resource Exploration and Development is Generally a Speculative Business: Resource exploration and development is a speculative business and involves a high degree of risk, including, among other things, unprofitable efforts resulting not only from the failure to discover resource deposits but from finding resource deposits which, though present, are insufficient in size to return a profit from production. The marketability of natural resources that may be acquired or discovered by the Company will be affected by numerous factors beyond the control of the Company. These factors include market fluctuations, the proximity and capacity of natural resource markets, government regulations, including regulations relating to prices, taxes, royalties, land use, importing and exporting of resources and environmental protection.

 

The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in the Company not receiving an adequate return on invested capital. The vast majority of exploration projects do not result in the discovery of commercially mineable deposits of ore.

 

Fluctuation of Metal Prices: Even if commercial quantities of resource deposits are discovered by the Company, there is no guarantee that a profitable market will exist for the sale of the metals produced. Factors beyond the control of the Company may affect the marketability of any substances discovered. The prices of various metals have experienced significant movement over short periods of time, and are affected by numerous factors beyond the control of the Company, including international economic and political trends, expectations of inflation, currency exchange fluctuations, interest rates and global or regional consumption patterns, speculative activities and increased production due to improved mining and production methods.

 

The supply of and demand for metals are affected by various factors, including political events, economic conditions and production costs in major producing regions. There can be no assurance that the price of any commodities will be such that any of the properties in which the Company has, or has the right to acquire, an interest may be mined at a profit.

 

Permits and Licenses: The operations of the Company will require consents, approvals, licenses and/or permits from various governmental authorities. There can be no assurance that the Company will be able to obtain all necessary consents, approvals, licenses and permits that may be required to carry out exploration, development and mining operations at its projects.

 

No Assurance of Profitability: The Company has no history of earnings and, due to the nature of its business, there can be no assurance that the Company will ever be profitable. The Company has not paid dividends on its shares since incorporation and does not anticipate doing so in the foreseeable future. The only present source of funds available to the Company is from the sale of its common shares or, possibly, from the sale or optioning of a portion of its interest in its exploration and evaluation assets.

Even if the results of exploration are encouraging, the Company may not have sufficient funds to conduct the further exploration that may be necessary to determine whether or not a commercially mineable deposit exists. While the Company may generate additional working capital through further equity offerings or through the sale or possible syndication of its property, there can be no assurance that any such funds will be available on favorable terms, or at all. At present, it is impossible to determine what amounts of additional funds, if any, may be required. Failure to raise such additional capital could put the continued viability of the Company at risk.

 

Uninsured or Uninsurable Risks: The Company may become subject to liability for pollution or hazards against which it cannot insure or against which it may elect not to insure where premium costs are disproportionate to the Company's perception of the relevant risks. The payment of such insurance premiums and of such liabilities would reduce the funds available for exploration and production activities.

 

Government Regulation: Any exploration, development or mining operations carried on by the Company will be subject to government legislation, policies and controls relating to prospecting, development, production, environmental protection, mining taxes and labor standards. In addition, the profitability of any mining prospect is affected by the market for precious and/or base metals which is influenced by many factors including changing production costs, the supply and demand for metals, the rate of inflation, the inventory of metal producing corporations, the political environment and changes in international investment patterns.

 

Environmental Matters: Existing and possible future environmental legislation, regulations and actions could cause significant expense, capital expenditures, restrictions and delays in the activities of the Company, the extent of which cannot be predicted and which may well be beyond the capacity of the Company to fund. The Company's right to exploit any mining properties is and will continue to be subject to various reporting requirements and to obtaining certain government approvals and there can be no assurance that such approvals, including environment approvals, will be obtained without inordinate delay or at all.

 

Insufficient Financial Resources: The Company does not presently have sufficient financial resources to undertake by itself the exploration and development of any significant exploration and development programs. The development of the Company's property will therefore depend upon the Company's ability to obtain financing through the joint venturing of projects, private placement financing, public financing or other means. There can be no assurance that the Company will be successful in obtaining the required financing. Failure to raise the required funds could result in the Company losing, or being required to dispose of, its interest in its property. In particular, failure by the Company to raise the funding necessary to maintain in good standing the various option agreements it has entered into could result in the loss of the rights of the Company to such property. In addition, should the Company incur significant losses in future periods, it may be unable to continue as a going concern, and realization of assets and settlement of liabilities in other than the normal course of business may be at amounts significantly different from those reflected in its current financial statements.

 

Uncertainty of Resource Estimates/Reserves: The Company has not established the presence of any proven and probable reserves at its exploration and evaluation asset. There can be no assurance that subsequent testing or future studies will establish proven and probable reserves at the Company's exploration and evaluation asset. The failure to establish proven and probable reserves could restrict the Company's ability to successfully implement its strategies for long-term growth

 

The Company had previously planned to enter into license and distribution agreements for oral thin film nutraceutical products. This plan was abandoned in the 2017 fiscal year as the Company was unable to obtain the working capital required to bring the products to market.

 

 

RESULTS OF OPERATIONS

 

We have incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concern and accordingly do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.

 

We expect we will require additional capital to meet our long term operating requirements. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from third parties and\or private placements of common stock. No assurance can be given that such funds will be available.

 

Working Capital

 

		As of September 30, 2020				As of March 31, 2020
Total Current Assets		$	12,929				1,815
Total Current Liabilities			165,509				55,527
Working Capital (Deficit)		$	(152,580	)			(53,712	)

 

Cash Flows

		Six Months Ended September 30, 2020				Six Months Ended September 30, 2019
Cash Flows from (used in) Operating Activities		$	(92,624	)			(90	)
Cash Flow from (used in) Investing Activities			—				—
Cash Flows from (used in) Financing Activities			105,527
Net Increase (decrease) in Cash during period		$	12,903				(90	)

 

Operating Revenues

 

During the six month period ending September 30, 2020, the Company did not record any revenue. During fiscal year ended March 31, 2020, the Company did not generate any revenue.

 

Operating Expenses and Net Loss

 

Operating expenses during the three month period ended September 30, 2020 were $100,077 consisting of general and administrative expenses of $43,951, which includes corporate overhead and financial and contracted services, and mining expenses of $56,126, as compared to $345 general and administrative expenses for the three month period ended September 30, 2019.

 

Interest expense for the three month period ended September 30, 2020 was $1,806 as compared to $454 for the three month period ended September 30, 2019.

 

Net loss for the three month period ended September 30, 2020 was $103,335, in comparison to a net loss of $799 for the three months ended September 30, 2019.

 

Liquidity and Capital Resources

 

At September 30, 2020, the Company’s current assets were $12,929 and at March 31, 2020 were $1,815. At September 30, 2020, the Company had total liabilities of $165,509, consisting of $$23,417 in accounts payable, $14,165 in loans payable to a third party, $2,400 in interest payable, $112,500 in convertible notes payable, a promissory note of $9,990 and a derivative liability of 3,037.  At September 30, 2020, the Company had a working capital deficit of $152,580.

 

At September 30, 2019, the Company’s current assets were $2,191 and at March 31, 2019 were $2,281. At September 30, 2019, the Company had total liabilities of $52,239, consisting of $5,800 in accounts payable, interest payable of $2,274, a $30,000 Promissory Note payable to a related party and $14,165 in loans payable to a third party.  At September 30, 2019, the Company had a working capital deficit of $50,048.

 

Cash flow from/used in Operating Activities

 

We have not generated positive cash flows from operating activities. During the six month period ended September 30, 2020, the Company used $92,624 of cash for operating activities. For the six month period ended September 30, 2019 the Company used $90 of cash for operating activities.

 

Cash flow from Financing Activities

 

We have financed our operations primarily from either advancements or the issuance of equity and debt instruments. During the six month period ended September 30, 2020 the Company received $122,490 of cash from financing activities offset by payments of $20,000 to settle loans payable to related parties. The Company also recorded a derivative liability expense of $3,037 in the period.

 

During the six month period ended September 30, 2019, the Company received $0 of cash net of loan repayments from financing activities.

 

Going Concern

 

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

 

Off-Balance Sheet Arrangements

 

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

 

Future Financings

 

We will continue to rely on equity sales of our common shares or debt financing arrangements in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

 

Critical Accounting Policies

 

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

 

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

 

Contractual Obligations

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

Recently Issued Accounting Pronouncements

 

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ITEM 4.

Controls and Procedures

 

Disclosure Controls and Procedures

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and our Chief Financial Officer, 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 required by Exchange Act Rule 13a-15. Based on that evaluation, our management concluded that our disclosure controls and procedures were effective as of September 30, 2020 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 by the SEC’s rules and forms.

 

Management’s Report on Internal Control Over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Exchange Act. Our management assessed the effectiveness of our internal control over financial reporting as of September 30, 2020. Our management has concluded that, as of September 30, 2020, our internal control over financial reporting is effective.

 

Changes in Internal Control and Financial Reporting

 

There has been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of September 30, 2020, that occurred during our second fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.  

 

This quarterly report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting.  Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this quarterly report.

 

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 our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

 

ITEM 1A.

RISK FACTORS

 

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

 

ITEM 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

 

Quarterly Issuances:

 

None

 

Subsequent Issuances:

 

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	Filing
3.01	Articles of Incorporation	Filed with the SEC on July 29, 2013 as part of our Registration Statement on Form S-1.
3.02	Bylaws	Filed with the SEC on July 29, 2013 as part of our Registration Statement on Form S-1.
31.01	CEO and CFO Certification Pursuant to Rule 13a-14	Filed herewith.
32.01	CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.
101.INS*	XBRL Instance Document	Filed herewith.
101.SCH*	XBRL Taxonomy Extension Schema Document	Filed herewith.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document	Filed herewith.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.

 

(i)

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

ALTAIR INTERNATIONAL CORP.

 

 

Dated: November 12, 2020

/s/ Leonard Lovallo

By: Leonard Lovallo

Its: President, CEO and Director

 

 

Pursuant to the requirement of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Company and in the capacities and on the dates indicated:

 

 

 

Dated: November 12, 2020

/s/ Leonard Lovallo

By: Leonard Lovallo

Its: President, CEO and Director

 

 

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