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 March
31, 2021
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 number 000-1492617
PAN
GLOBAL CORP.
|
(Exact name of registrant as specified in its charter)
|
Nevada
|
|
27-2473958
|
(State or other jurisdiction of
incorporation
or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
1185 Avenue of the Americas 3rd Floor New York, New York
|
|
10036
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including
area code (646) 768 -8417
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name
of exchange
on which registered
|
N/A
|
|
N/A
|
|
N/A
|
Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. ☐ Yes ☒ No
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T 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, a smaller reporting company, or emerging growth company.
See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
|
☐
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☒
|
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 Act.) Yes ☒ No ☐
The number of shares outstanding of the registrant’s
common stock as of April 28, 2021 was 162,255,000 shares.
DOCUMENTS INCORPORATED BY REFERENCE — NONE
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Information contained in this quarterly report
on Form 10-Q contains “forward-looking statements.” These forward-looking statements are contained principally in the section
titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and 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. The forward-looking statements herein represent our expectations, beliefs, plans, intentions or strategies
concerning future events, including, but not limited to: our ability to consummate the Merger, as such term is defined below; the continued
services of the Custodian as such term is defined below; our future financial performance; the continuation of historical trends; the
sufficiency of our resources in funding our operations; our intention to engage in mergers and acquisitions; and our liquidity and capital
needs. Our forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that any projections
or other expectations included in any forward-looking statements will come to pass. Moreover, our forward-looking statements are subject
to various known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to
be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. These
risks, uncertainties and other factors include but are not limited to: the risks of limited management, labor and financial resources;
our ability to establish and maintain adequate internal controls; our ability to develop and maintain a market in our securities; and
our ability obtain financing, if and when needed, on terms that are acceptable. Except as required by applicable laws, we undertake 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.
As used in this quarterly report on Form 10-Q,
“we”, “our”, “us” and the “Company” refer to Pan Global Corp. a Nevada corporation unless
the context requires otherwise.
Item 1. Financial Statements.
Index
to Financial Statements
CONDENSED FINANCIAL
STATEMENTS:
|
|
Page
|
|
|
|
Balance
Sheets, March 31, 2021 (unaudited), and September 30, 2020
|
|
2
|
|
|
|
Unaudited
Statements of Operations, for the Three and Six Months Ended March 31, 2021, and March 31, 2020
|
|
3
|
|
|
|
Unaudited
Statements of Changes in Stockholders’ (Deficit), for the Three and Six Months Ended March 31, 2021, and March 31, 2020
|
|
4
|
|
|
|
Unaudited
Statements of Cash Flows, for the Three Months and Six Months Ended March 31, 2021, and 2020
|
|
5
|
|
|
|
Notes
to the Unaudited Interim Financial Statements
|
|
6
|
PAN GLOBAL CORP.
BALANCE
SHEETS
(Unaudited)
|
|
March 31,
|
|
|
September 30,
|
|
|
|
2021
|
|
|
2020
|
|
ASSETS
|
|
|
|
|
|
|
Total Assets
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES & STOCKHOLDERS’ DEFICIT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
Notes payable-related party
|
|
|
27,978
|
|
|
|
22,670
|
|
Total current liabilities
|
|
|
27,978
|
|
|
|
22,670
|
|
Total liabilities
|
|
|
27,978
|
|
|
|
22,670
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ Equity
|
|
|
|
|
|
|
|
|
Series A Convertible Preferred Stock, $0.0001, 10,000,000 shares authorized, 10,000,000 and 2,250,000 shares issued and outstanding as of March 31, 2021 and September 30, 2020, respectively
|
|
|
1,000
|
|
|
|
225
|
|
Series C Convertible Preferred Stock, $0.0001, 5,000,000 shares authorized, -0- and 4,800,000 shares issued and outstanding as of March 31, 2021 and September 30, 2020, respectively
|
|
|
-
|
|
|
|
480
|
|
Series D Convertible Preferred Stock, $0.0001, 5,000,000 shares authorized, -0- and 50,000 shares issued and outstanding as of March 31, 2021 and September 30, 2020, respectively
|
|
|
-
|
|
|
|
5
|
|
Common stock, $0.0001 par value 550,000,000, shares authorized, 162,255,000 and 155,155,000 shares issued and outstanding as of March 31, 2021 and September 30, 2020, respectively
|
|
|
16,226
|
|
|
|
15,516
|
|
Paid in Capital
|
|
|
2,473,196
|
|
|
|
105,126
|
|
Accumulated deficit
|
|
|
(2,518,400
|
)
|
|
|
(144,021
|
)
|
Total Stockholders’ (Deficit)
|
|
|
(27,978
|
)
|
|
|
(22,670
|
)
|
Total Liabilities and Stockholders’ (Deficit)
|
|
$
|
-
|
|
|
$
|
-
|
|
The accompanying notes are an integral part of these financial statements.
PAN GLOBAL CORP.
STATEMENTS
OF OPERATIONS
(Unaudited)
|
|
Three Months
Ended
March 31,
|
|
|
Three Months
Ended
March 31,
|
|
|
Six Months
Ended
March 31,
|
|
|
Six Months
Ended
March 31,
|
|
|
|
2021
|
|
|
2020
|
|
|
2021
|
|
|
2020
|
|
Revenue
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses -related party
|
|
|
1,166
|
|
|
|
-
|
|
|
|
2,374,379
|
|
|
|
-
|
|
Total operating expenses
|
|
|
1,166
|
|
|
|
|
|
|
|
2,374,379
|
|
|
|
-
|
|
(Loss) from operations
|
|
|
(1,166
|
)
|
|
|
|
|
|
|
(2,374,379
|
)
|
|
|
-
|
|
Other expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense) net
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Income (loss) before provision for income taxes
|
|
|
(1,166
|
)
|
|
|
|
|
|
|
(2,374,379
|
)
|
|
|
-
|
|
Tax Provision
|
|
|
-
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
Net (Loss)
|
|
$
|
(1,166
|
)
|
|
$
|
|
|
|
$
|
(2,374,379
|
)
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings(loss) per common share
|
|
$
|
(0.00
|
)
|
|
$
|
-
|
|
|
$
|
(0.01
|
)
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding
|
|
|
162,255,000
|
|
|
|
155,155,000
|
|
|
|
161,942,912
|
|
|
|
155,155,000
|
|
The
accompanying notes are an integral part of these financial statements.
PAN GLOBAL CORP.
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)
|
|
Series
A Convertible
|
|
|
Series
C
|
|
|
Series
D
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
Preferred
Stock
|
|
|
Convertible
|
|
|
Convertible
|
|
|
Common
Stock
|
|
|
Paid
in
|
|
|
Retained
|
|
|
Stockholders’
|
|
|
|
Shares
|
|
|
Value
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Shares
|
|
|
Value
|
|
|
Capital
|
|
|
Earnings
|
|
|
Equity
|
|
Balance, September 30, 2019
|
|
|
2,250,000
|
|
|
$
|
225
|
|
|
|
4,800,000
|
|
|
$
|
480
|
|
|
|
50,000
|
|
|
$
|
5
|
|
|
|
155,155,000
|
|
|
$
|
15,516
|
|
|
$
|
105,126
|
|
|
$
|
(121,351
|
)
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2019
|
|
|
2,250,000
|
|
|
$
|
225
|
|
|
$
|
4,800,000
|
|
|
$
|
480
|
|
|
$
|
50,000
|
|
|
$
|
5
|
|
|
|
155,155,000
|
|
|
$
|
15,516
|
|
|
$
|
105,126
|
|
|
$
|
(121,351
|
)
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2020
|
|
|
2,250,000
|
|
|
$
|
225
|
|
|
$
|
4,800,000
|
|
|
$
|
480
|
|
|
$
|
50,000
|
|
|
$
|
5
|
|
|
|
155,155,000
|
|
|
$
|
15,516
|
|
|
$
|
105,126
|
|
|
$
|
(121,351
|
)
|
|
$
|
-
|
|
|
|
Series A Convertible
|
|
|
Series C
|
|
|
Series D
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
Preferred Stock
|
|
|
Convertible
|
|
|
Convertible
|
|
|
Common Stock
|
|
|
Paid in
|
|
|
Retained
|
|
|
Stockholders’
|
|
|
|
Shares
|
|
|
Value
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Shares
|
|
|
Value
|
|
|
Capital
|
|
|
Earnings
|
|
|
Equity
|
|
Balance, September 30, 2020
|
|
|
2,250,000
|
|
|
$
|
225
|
|
|
|
4,800,000
|
|
|
$
|
480
|
|
|
|
50,000
|
|
|
$
|
5
|
|
|
|
155,155,000
|
|
|
$
|
15,516
|
|
|
$
|
105,126
|
|
|
$
|
(144,021
|
)
|
|
$
|
(22,670
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of preferred stock to common stock
|
|
|
(2,250,000
|
)
|
|
|
(225
|
)
|
|
|
(4,800,000
|
)
|
|
|
(480
|
)
|
|
|
(50,000
|
)
|
|
|
(5
|
)
|
|
|
7,100,000
|
|
|
|
710
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of preferred stock to related party
|
|
|
10,000,000
|
|
|
|
1,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,368,070
|
|
|
|
|
|
|
|
2,369,070
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,373,213
|
)
|
|
|
(2,373,213
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2020
|
|
|
10,000,000
|
|
|
|
1,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
162,255,000
|
|
|
$
|
16,226
|
|
|
$
|
2,473,196
|
|
|
$
|
(2,517,234
|
)
|
|
$
|
(26,812
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,166
|
)
|
|
|
(1,166
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31,2021
|
|
|
10,000,000
|
|
|
|
1,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
162,255,000
|
|
|
$
|
16,226
|
|
|
$
|
2,473,196
|
|
|
$
|
(2,518,400
|
)
|
|
$
|
(27,978
|
)
|
PAN GLOBAL CORP.
STATEMENTS
OF CASH FLOWS
(Unaudited)
|
|
Six Months
Ended
March 31,
|
|
|
Six Months
Ended
March 31,
|
|
|
|
2021
|
|
|
2020
|
|
Cash Flows From Operating Activities:
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(2,374,379
|
)
|
|
$
|
-
|
|
Adjustments to reconcile net income to net cash provided
by (used for) operating activities
|
|
|
|
|
|
|
|
|
Stock based compensation related party
|
|
|
2,369,071
|
|
|
|
-
|
|
Net cash (used for) operating activities
|
|
|
(5,308
|
)
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From Investing Activities:
|
|
|
|
|
|
|
|
|
Net cash provided by (used for) investing activities
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From Financing Activities:
|
|
|
|
|
|
|
|
|
Proceeds from related party loans
|
|
|
5,308
|
|
|
|
-
|
|
Net cash provided by financing activities
|
|
|
5,308
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) In Cash
|
|
|
-
|
|
|
|
-
|
|
Cash At The Beginning Of The Period
|
|
|
-
|
|
|
|
-
|
|
Cash At The End Of The Period
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$
|
-
|
|
|
$
|
-
|
|
Cash paid for taxes
|
|
$
|
-
|
|
|
$
|
-
|
|
The
accompanying notes are an integral part of these financial statements.
NOTES TO FINANCIAL STATEMENTS
NOTE- 1 ORGANIZATION AND BUSINESS BACKGROUND
Pan Global, Corp.
(“the Company” was incorporated in the state of Nevada on April 30, 2010 under the name of Savvy Business Support, Inc. (“Savvy”).
Savvy offered general business services/support to start-up companies, small and medium business planning to expand, individuals, and
other business and organizations. It was considered to be a shell company. On April 25, 2013, Savvy entered into a Stock Exchange Agreement
(the “Exchange Agreement”) with Pan Asia Infratech Corp. a Nevada corporation (“Pan Asia”). Pan Asia was incorporated
in Nevada on July 13, 2012.
Pursuant to the Exchange
Agreement, consummated on April 26, 2013, the stockholders of Pan Asia transferred to Savvy 100% of the outstanding capital stock of Pan
Asia (consisting of 15,000 shares of Common Stock, no par value) in exchange for, on a pro rata basis, an aggregate of 90,000,000 shares
of Savvy’s Common Stock (the “Share Exchange”). As a result of the Share Exchange, Pan Asia became a wholly-owned subsidiary
of Savvy and the business of Pan Asia became the business of the Company.
On April 26, 2013, Savvy
amended its Articles of Incorporation with the Secretary of State of Nevada thereby changing its name from “Savvy Business Support,
Inc.” to “Pan Global, Corp.” On May 2, 2013, the OTCQB symbol of the Company’s Common Stock was changed from SVYB
to PGLO.
The Company has been dormant since June 30,
2014.
On July 16, 2020, as
a result of a custodianship in Clark County, Nevada, Case Number: A-20-816264-B, Custodian Ventures LLC (“Custodian”)
was appointed custodian of Pan Global Corp. (the “Company”).
On July 16, 2020, Custodian appointed
David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial Officer, Chief Executive Officer
and Chairman of the Board of Directors.
NOTE 2 –
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial
statements have been prepared in accordance with the Financial Accounting Standards Board (“FASB”) “FASB Accounting
Standard Codification™” (the “Codification”) which is the source of authoritative accounting principles
recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with generally
accepted accounting principles (“GAAP”) in the United States.
Management’s Representation of Interim
Financial Statements
The accompanying unaudited condensed consolidated
financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange
Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annual financial statements.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles
generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations,
and management believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated
financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial
position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative
of results for a full year.
Going Concern
The accompanying financial
statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and
the satisfaction of liabilities in the normal course of business for the twelve months following the date of these financial statements.
As of March 31, 2021, the Company had no cash, negative working capital of $27,978 and an accumulated deficit of $2,518,400.
Because the Company does
not expect that existing operational cash flow will be sufficient to fund presently anticipated operations, this raises substantial doubt
about the Company’s ability to continue as a going concern. Therefore, the Company will need to raise additional funds and is currently
exploring alternative sources of financing. Recently the Company being funded by David Lazar who has extended interest-free demand loans
to the Company. There can be no assurances that Mr. Lazar will continue to fund the Company, or that the Company can obtain any other
sources of financing.
Use of Estimates
The preparation of financial
statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of liabilities
and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses
during the reporting period. The most significant estimates relate to income taxes and contingencies. The Company bases its estimates
on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality
of information available as of the date of these financial statements. The results of these assumptions provide the basis for making estimates
about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ from
these estimates.
Cash and cash equivalents
The Company considers
all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. On March 31, 2021
and September 30, 2020, the Company had no cash on hand.
Income taxes
The Company accounts
for income taxes under FASB ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax bases. 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. Under
FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes
the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition
threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be
taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination
by taxing authorities.
The amount recognized
is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company
assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen
that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit.
Net Loss per Share
Net loss per common share
is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting
Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined
by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common
share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents
outstanding.
Recent Accounting
Pronouncements
There are no recent accounting
pronouncements that impact the Company’s operations.
NOTE 3 – EQUITY
Common Stock
The Company has authorized
75,000,000 shares of $0.001 par value, common stock. As of March 31, 2020 and September 30, 2020 there were 162,255,00 and 155,155,000
shares of Common Stock issued and outstanding, respectively.
Preferred Stock
As of September 30, 2020
there were the following classes of Preferred Stock:
|
●
|
Series A Convertible Preferred Stock, $0.0001, 10,000,000 shares authorized, 2,250,000 issued and outstanding
|
|
●
|
Series C Convertible Preferred Stock, $0.0001, 5,000,000 shares authorized, 4,800,000 issued and outstanding
|
|
●
|
Series D Convertible Preferred Stock, $0.0001, 5,000,000 shares authorized, 50,000 issued and outstanding
|
On October 8, 2020, the
Company outstanding Preferred A, Preferred C and Preferred D shares were converted to common shares. In November 2020 the Company designated
25,000,000 new Preferred Shares and 10,000,000 Par Value $0.0001 Preferred A Shares were designated and awarded to Custodian Ventures
for services performed and for loans extended to the Company. Each preferred share is convertible to 162 shares of common stock.
As of March 31, 2021
there were 10,000,000 shares of Preferred A shares issued and outstanding.
NOTE 4 – RELATED
PARTY NOTES PAYABLE
All of the Company’s
financing has come from its Court appointed custodian, Custodian Ventures, LLC who had loaned the Company $27,978 as of March 31, 2021
in the form of interest demand loans.
NOTE 5 – COMMITMENTS
AND CONTINGENCIES
The Company did not have
any contractual commitments as of March 31, 2021.
NOTE 6 – SUBSEQUENT
EVENTS
In accordance with SFAS
165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available
to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements.
Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operations.
Organizational History of the Company and Overview
No Current Operations
The Company has been dormant since June 30,
2014.
On July 16, 2020, as
a result of a custodianship in Clark County, Nevada, Case Number: A-20-816264-B, Custodian Ventures LLC (“Custodian”)
was appointed custodian of Pan Global Corp. (the “Company”).
The Company has no operations at this time, and
currently does not have any principal products or services, customers, or intellectual property. As the Company has no current operations,
it also currently is not subject to any competitive business conditions. Further, the Company is not subject to any government approvals
at this time applicable to it as a “shell company,” as such term is defined in Rule 12b-2 under the Exchange Act.
Plan of Operation
The Company has no operations
from a continuing business other than the expenditures related to running the Company, and has no revenue from continuing operations as
of the date of this Report.
Management intends to
explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse
merger, asset purchase or similar transaction. Our Chief Executive Officer has experience in business consulting, although no assurances
can be given that he can identify and implement a viable business strategy or that any such strategy will result in profits. Our ability
to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond
our control, including without limitation, the continued negative effects of the coronavirus pandemic on the U.S. and global economies.
For more information about the risk of coronavirus on our business, see Item 1A “Risk Factors.”
We do not currently engage
in any business activities that provide revenue or cash flow. During the next 12 month period we anticipate incurring costs in connection
with investigating, evaluating, and negotiating potential business combinations, filing SEC reports, and consummating an acquisition of
an operating business.
Given our limited capital
resources, we may consider a business combination with an entity which has recently commenced operations, is a developing company or is
otherwise in need of additional funds for the development of new products or services or expansion into new markets, or is an established
business experiencing financial or operating difficulties and is in need of additional capital. Alternatively, a business combination
may involve the acquisition of, or merger with, an entity which desires access to the U.S. capital markets.
As of the date of this
Report, our management has not had any discussions with any representative of any other entity regarding a potential business combination.
Any target business that is selected may be financially unstable or in the early stages of development. In such event, we expect to be
subject to numerous risks inherent in the business and operations of a financially unstable or early stage entity. In addition, we may
effect a business combination with an entity in an industry characterized by a high level of risk or in which our management has limited
experience, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no
assurance that we will properly ascertain or assess all significant risks.
Our management anticipates
that we will likely only be able to effect one business combination due to our limited capital. This lack of diversification will likely
pose a substantial risk in investing in the Company for the indefinite future because it will not permit us to offset potential losses
from one venture or operating territory against gains from another. The risks we face will likely be heightened to the extent we acquire
a business operating in a single industry or geographical region.
We anticipate that the
selection of a business combination will be a complex and risk-prone process. Because of general economic conditions, including unfavorable
conditions caused by the coronavirus pandemic, rapid technological advances being made in some industries and shortages of available capital,
management believes that there are a number of firms seeking business opportunities at this time at discounted rates with which we will
compete. We expect that any potentially available business combinations may appear in a variety of different industries or regions and
at various stages of development, all of which will likely render the task of comparative investigation and analysis of such business
opportunities extremely difficult and complicated. Once we have developed and begun to implement our business plan, management intends
to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities.
Our working capital requirements are expected to increase in line with the implementation of a business plan and commencement of operations.
Based upon our current
operations, we do not have sufficient working capital to fund our operations over the next 12 months. If we are able to close a reverse
merger, it is likely we will need capital as a condition of closing that acquisition. Because of the uncertainties, we cannot be certain
as to how much capital we need to raise or the type of securities we will be required to issue. In connection with a reverse merger, we
will be required to issue a controlling block of our securities to the target’s shareholders which will be very dilutive.
Additional issuances
of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights,
preferences, or privileges senior to our Common Stock. Additional financing may not be available upon acceptable terms, or at all. If
adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business
endeavors or opportunities, which could significantly and materially restrict our business operations.
We anticipate that we
will incur operating losses in the next 12 months, principally costs related to our being obligated to file reports with the SEC. Our
prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage
of development. Such risks for us include, but are not limited to, an evolving and unpredictable business model, recognition
of revenue sources, and the management of growth. To address these risks, we must, among other things, develop, implement, and successfully
execute our business and marketing strategy, respond to competitive developments, and attract, retain, and motivate qualified personnel. There
can be no assurance that we will be successful in addressing such risks, and the failure to do so could have a material adverse effect
on our business prospects, financial condition, and results of operations.
Critical Accounting Policies and Estimates
Our management’s discussion and analysis
of our financial condition and results of operations is based on our financial statements, which have been prepared in accordance with
U.S. generally accepted accounting principles, or “GAAP.” The preparation of these financial statements requires us to make
estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities
at the date of the financial statements, and the reported amounts of revenue and expenses during the reported period. In accordance with
GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances.
Actual results may differ from these estimates under different assumptions or conditions.
Our significant accounting policies are fully
described in Note 2 to our financial statements appearing elsewhere in this Quarterly Report, and we believe those accounting policies
are critical to the process of making significant judgments and estimates in the preparation of our financial statements.
Off-Balance Sheet Arrangements
None.
Item 3. Quantitative And Qualitative Disclosures
About Market Risk.
As a smaller reporting company, we are not required
to provide the information called for by this Item.
Item 4. Controls and Procedures.
Evaluation of Disclosure
Controls and Procedures.
Our management is responsible
for establishing and maintaining a system of “disclosure controls and procedures” (as defined in Rule 13a-15(e) and 15d-15(e)
under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit
under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the Commission’s rules
and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information
required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to
the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons
performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Management’s
Report on Internal Control over Financial Reporting.
Our management is responsible
for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under
the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting
principles. Our internal control over financial reporting includes those policies and procedures that:
|
●
|
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
|
|
|
|
|
●
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
|
|
|
|
|
●
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
|
Because of its inherent
limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with policies or procedures may deteriorate.
Our management assessed
the effectiveness of our internal control over financial reporting based on the parameters set forth above and has concluded that as of
March 31, 2021, our internal control over financial reporting was not effective to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting
principles as a result of the following material weaknesses:
|
●
|
The Company does not have sufficient segregation of duties within accounting functions due to only having one officer and limited resources.
|
|
|
|
|
●
|
The Company does not have an independent board of directors or an audit committee.
|
|
|
|
|
●
|
The Company does not have written documentation of our internal control policies and procedures.
|
|
|
|
|
●
|
All of the Company’s financial reporting is carried out by a financial consultant.
|
We plan to rectify these
weaknesses by implementing an independent board of directors, establishing written policies and procedures for our internal control of
financial reporting, and hiring additional accounting personnel at such time as we complete a reverse merger or similar business acquisition.
Changes in Internal
Control over Financial Reporting.
There have been no change
in our internal control over financial reporting during the year March 31, 2021 that has materially affected, or is reasonably likely
to materially affect, our internal control over financial reporting.
PART II OTHER INFORMATION
Item 1. Legal Proceedings.
The Company may be involved in certain legal proceedings
that arise from time to time in the ordinary course of its business. Legal expenses associated with any contingency are expensed as incurred.
The Company’s officers and directors are not aware of any threatened or pending litigation to which the Company is a party or which
any of its property is the subject and which would have any material, adverse effect on the Company.
Item 1A. Risk Factors.
Reference is made to the risks and uncertainties
disclosed in Item 1A (“Risk Factors”) of our Annual Report on Form 10-K for the period ended September 30, 2020 filed January
20, 2021 which sections are incorporated by reference into this report, as the same may be updated from time to time. Prospective investors
are encouraged to consider the risks described in our 2020 Form 10-KT, and our Management’s Discussion and Analysis of Financial
Condition and Results of Operations contained in this Report and other information publicly disclosed or contained in documents we file
with the Securities and Exchange Commission before purchasing our securities.
As a smaller reporting company, the Company is
not required to disclose material changes to the risk factors that were contained in the 2020 Form 10-K.
Item 2. Unregistered Sales of Equity Securities
and Use Of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
None.
Item 6. Exhibits.
The exhibits listed on the Exhibit Index below
are provided as part of this report.
* Filed herewith.
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.
|
PAN GLOBAL, CORP
|
|
|
|
Dated: April 30, 2021
|
By:
|
/s/ David Lazar
|
|
|
David Lazar
|
|
|
Chief
Executive Officer and
Chief Financial Officer
Principal Executive Officer,
Principal Financial Officer
|
Pursuant to the requirements of the Securities
Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and
on the dates indicated.
14
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