ITEM
1. FINANCIAL STATEMENTS REQUIRED BY FORM 10-Q
The
Interim Condensed Financial Statements of the Company are prepared as of March 31, 2023
LEGACY
VENTURES INTERNATIONAL, INC.
INTERIM
CONDENSED BALANCE SHEETS
(unaudited)
(Express
in United States Dollars (“US dollars”), except for number of shares)
See
accompanying notes to the unaudited interim condensed financial statements
LEGACY
VENTURES INTERNATIONAL, INC.
INTERIM
CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(unaudited)
(Express
in United States Dollars (“US dollars”), except for number of shares)
See
accompanying notes to the unaudited interim condensed financial statements
LEGACY
VENTURES INTERNATIONAL, INC.
INTERIM
CONDENSED STATEMENTS OF STOCKHOLDERS’ DEFICIENCY
(unaudited)
(Express
in United States Dollars (“US dollars”), except for number of shares)
For
the nine months ended March 31, 2022
For
the nine months ended March 31, 2023
| |
| |
Common Stock | | |
| | |
| | |
| |
| |
Note | |
Number of Shares | | |
Amount | | |
Additional
paid in capital | | |
Deficit | | |
Total | |
June 30, 2022 | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,445,507 | ) | |
$ | (10,704 | ) |
Net loss | |
| |
| - | | |
| - | | |
| - | | |
| (9,813 | ) | |
| (9,813 | ) |
September 30, 2022 | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,455,320 | ) | |
$ | (20,517 | ) |
| |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Net loss | |
| |
| - | | |
| - | | |
| - | | |
| (16,795 | ) | |
| (16,795 | ) |
| |
| |
| | | |
| | | |
| | | |
| | | |
| | |
December 31, 2022 | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,472,115 | ) | |
$ | (37,312 | ) |
Beginning balance,value | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,472,115 | ) | |
$ | (37,312 | ) |
Net loss | |
| |
| - | | |
| - | | |
| - | | |
| (10,985 | ) | |
| (10,985 | ) |
Net income (loss) | |
| |
| - | | |
| - | | |
| - | | |
| (10,985 | ) | |
| (10,985 | ) |
| |
| |
| | | |
| | | |
| | | |
| | | |
| | |
March 31, 2023 | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,483,100 | ) | |
$ | (48,297 | ) |
Ending balance,value | |
| |
| 50,315,064 | | |
$ | 5,032 | | |
$ | 6,429,771 | | |
$ | (6,483,100 | ) | |
$ | (48,297 | ) |
See
accompanying notes to the unaudited interim condensed financial statements
LEGACY
VENTURES INTERNATIONAL, INC.
INTERIM
CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)
(Express
in United States Dollars (“US dollars”), except for number of shares)
See
accompanying notes to the unaudited interim condensed financial statements
LEGACY
VENTURES INTERNATIONAL, INC.
NOTES
TO THE UNAUDITED INTERIM CONDENSED FINANCIAL STATEMENTS
(unaudited)
(Express
in United States Dollars (“US dollars”), except for number of shares)
NOTE
1 – ORGANIZATION AND DESCRIPTION OF BUSINESS
Legacy
Ventures International, Inc. (“Legacy” or the “Company”), was incorporated on March 4, 2014 under the laws of
the State of Nevada. The Company currently has no ongoing operations except for the incurring of general and administrative expenditures.
COVID-19
The
outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in governments worldwide
enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed
quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global
equity markets have experienced significant volatility and weakness. Governments and central banks have reacted with significant monetary
and fiscal interventions designed to stabilize economic conditions. The duration and impact of the COVID-19 outbreak is unknown at this
time, as is the efficacy of the government and central bank interventions. It is not possible to reliably estimate the length and severity
of these developments and the impact on the financial results and conditions of the Company in future periods. To date the Company has
not experienced any impacts as a result of COVID-19.
NOTE
2 – GOING CONCERN AND BASIS OF PRESENTATION
The
Company’s unaudited interim condensed financial statements have been prepared on a going concern basis, which contemplates the
realization of assets and satisfaction of liabilities in the normal course of business. As of March 31, 2023, the Company has a working
capital deficiency of $48,297 (June 30, 2022 - $10,704), and an accumulated deficit of $6,483,100 (June 30, 2022 - $6,445,507). The Company’s
continued existence is dependent upon its ability to continue to execute its operating plan and to obtain additional debt or equity financing.
These conditions raise substantial doubt about the Company’s ability to continue as a going concern. There can be no assurance
that the necessary debt or equity financing will be available, or will be available on terms acceptable to the Company, in which case
the Company may be unable to meet its obligations. Should the Company be unable to realize its assets and discharge its liabilities in
the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded in the unaudited
interim condensed financial statements. The unaudited interim condensed financial statements do not include any adjustments relating
to the recoverability of recorded asset amounts that might be necessary should the Company be unable to continue in existence.
NOTE
3 – SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS
SIGNIFICANT
ACCOUNTING POLICIES
The
Company’s significant accounting policies have not changed from the year ended June 30, 2022.
The
accompanying unaudited condensed interim financial statements have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10–Q and Rule 10 of Regulation S–X. Accordingly, they
do not include all of the information and notes required by accounting principles generally accepted in the United States of America.
However, in the opinion of the management of the Company, all adjustments necessary for a fair presentation of the financial position
and operating results have been included in these unaudited condensed interim financial statements. These unaudited condensed interim
financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual
Report on Form 10–K for the fiscal year ended June 30, 2022, as filed with the SEC on September 30, 2022. Operating results for
the nine months ended March 31, 2023, are not necessarily indicative of the results that may be expected for any subsequent quarter or
for the year ending June 30, 2023.
LEGACY
VENTURES INTERNATIONAL, INC.
NOTES
TO THE UNAUDITED INTERIM CONDENSED FINANCIAL STATEMENTS
(Expressed
in US dollars)
(Unaudited)
NOTE
4 – RELATED PARTY ADVANCES AND BALANCES, AND ADVANCES FROM THIRD PARTIES
For
the nine months ended March 31, 2023, there were no related party transactions. The Company was advanced funds by a shareholder. The
funds were used to pay certain professional fees including auditors and accountants. The balance is non-interest bearing and due on demand.
As at March 31, 2023, there was a balance of $32,968 due to the shareholder.
For
the nine months ended March 31, 2022, there were no related party transactions.
NOTE
5 - BASIC AND DILUTED NET INCOME (LOSS) PER SHARE
The
Company follows ASC Topic 260 to account for the income (loss) per share. Basic income (loss) per common share (“EPS”) calculations
are determined by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.
Diluted income (loss) per common share calculations are determined by dividing net loss by the weighted average number of common shares
and dilutive common share equivalents (if dilutive) outstanding. All dilutive common share equivalents were anti-dilutive for the nine
months ended March 31, 2023 and 2022.
NOTE
6 - COMMON AND PREFERRED STOCK TRANSACTIONS
As
of March 31, 2023, the Company was authorized to issue 10,000,000 of preferred stock, with a par value of $0.0001 and 100,000,000 of
common stock, with a par value of $0.0001.
There
were no common stock transactions for the nine months ended March 31, 2023 and 2022.
As
of March 31, 2023, and June 30, 2022, the Company had 50,315,064 common stock issued and outstanding.
NOTE
7 - SUBSEQUENT EVENTS
In
accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure
of events that occur after the balance sheet date but before the financial statements are issued, the Company has evaluated all events
or transactions that occurred after March 31, 2023 up through the date the Company issued the financial statements and there are no subsequent
events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Forward-Looking
Statements
This
report contains forward-looking statements that involve risks and uncertainties. We use words such as anticipate, believe, plan, expect,
future, intend and similar expressions to identify such forward-looking statements. You should not place too much reliance on these forward-looking
statements. The Company’s actual results are likely to differ materially from those anticipated in these forward-looking statements
for many reasons.
Plan
of Operation
Legacy
Ventures International, Inc. (“Legacy” or the “Company”), was incorporated on March 4, 2014 under the laws of
the State of Nevada. The Company currently has no ongoing operations except for the incurring of general and administrative expenditures.
On
October 14, 2021, as a result of a private transactions, 286,720 shares of common stock, $0.0001 par value per share (the “Shares”)
of the Company, were transferred from Peter Sohn to Ying Feng LAI, Wei TJONG, Pak Hong WAN, Johnathan Chung Hon CHOI, Chi Hung YEUNG,
and Hau Ming CHOW (together, the “Purchasers”). As a result, the Purchasers became holders of approximately 91% of the voting
rights of the issued and outstanding share capital of the Company on a fully-diluted basis of the Company, and became the controlling
shareholders.
Liquidity
and Capital Resources
As
of March 31, 2023, the Company’s primary source of liquidity consisted of $2,040 (June 30, 2022 - $21,017) in cash. The Company
financed its operations through a combination of advances from third parties and the issuance of secured promissory notes and convertible
promissory notes.
On
August 13, 2021, the Company issued a Secured Promissory Note (“Secured Note”) to an accredited investor. The Secured Note
has an aggregate principal amount of $40,000, and is payable on August 13, 2022, (the “Maturity Date”), and bears an interest
rate of 4% per annum and a default interest rate of 18% per annum. The amount owing under the Secured Note is secured by the assets of
the Company. The note may be converted, the terms of which are to be negotiated between the Company and the note holder.
The
Company has sustained net losses which have resulted in a total stockholders’ deficiency at March 31, 2023, and is currently experiencing
a shortfall in operating capital which raises substantial doubt about the Company’s ability to continue as a going concern. The
Company anticipates a net loss for the year ending June 30, 2023 and with the expected cash requirements for the coming months, without
additional cash inflows from a corporate transaction, there is substantial doubt as to the Company’s ability to continue operations.
We
may seek to secure additional debt or equity capital to finance substantial business development initiatives. There is presently no agreement
in place with any source of financing for the Company and there can be no assurance that the Company will be able to raise any additional
funds, or that such funds will be available on acceptable terms. Funds raised through future equity financing will likely be substantially
dilutive to current shareholders. Lack of additional funds will materially affect the Company and its business, and may cause the Company
to cease operations. Consequently, shareholders could incur a loss of their entire investment in the Company.
Net
Cash Used in Operating Activities
During
the nine months ended March 31, 2023, cash used in operations was $18,977 and $62,780 for the nine months ended March 31, 2022, respectively.
Cash used in operating activities was primarily the result of settlement of accrual liabilities.
Net
Cash Used in Investing Activities
There
was no cash used in or provided from investing activities for the nine months ended March 31, 2023 and 2022.
Net
Cash Provided by Financing Activity
There
was no cash used in or provided from financing activities for the nine months ended March 31, 2023.
There
was cash provided from financing activity of $40,000 for the nine months ended March 31, 2022, as a result of the proceeds received from
the issuance of a secured promissory note.
Results
of Operations
For
the three months ended March 31, 2023
Operating
expenses. Operating expenses for the three months ended March 31, 2023, was $10,985 compared with $8,397 for the three months ended
March 31, 2022. Operating expenses were similar in both period which arised from auditor, transfer agent and consultant.
Other
(expenses) income. There were no other expenses the three months ended March 31, 2023 and 2022.
Net
(loss) income. Net loss for the three months ended March 31, 2023, was $10,985, compared with net loss of $8,397 for the three months
ended March 31, 2022.
For
the nine months ended March 31, 2023
Operating
expenses. Operating expenses for the nine months ended March 31, 2023, was $37,443 compared with $25,901 for the nine months ended
March 31, 2022. Operating expenses were similar in both period which arised from auditor, transfer agent and consultant.
Other
(expenses) income. There were other expenses of $150 for the nine months ended March 31, 2023, compared with the other income of
$272,178 for the nine months ended March 31, 2022. The decrease were mainly due to absent of gain
on cancellation of secured promissory notes and convertible notes, gain on cancellation of interest payable and gain on cancellation
of third party advances and accrued liabilities in the same period in 2023.
Net
(loss) income. Net loss for the nine months ended March 31, 2023, was $37,593, compared with net income of $246,277 for the nine months
ended March 31, 2022.
Off-Balance
Sheet Arrangements
We
do not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s
financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or
capital resources that is material to investors.
Personnel
The
Company has no full-time employees, but utilizes other project-based contract personnel to carry out the Company’s business. We
utilize contract personnel on a continuous basis, primarily in connection with the filing of reports with the Securities and Exchange
Commission which require a high level of specialization for one or more of the service components offered.