FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements. These statements
relate to future events or our future financial performance. In some cases, you
can identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors that may cause our or our industry's
actual results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.
Our unaudited financial statements are stated in United States Dollars (US$) and
are prepared in accordance with United States Generally Accepted Accounting
Principles. The following discussion should be read in conjunction with our
financial statements and the related notes that appear elsewhere in this
quarterly report. The following discussion contains forward-looking statements
that reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward-looking statements. Factors that
could cause or contribute to such differences include, but are not limited to,
those discussed below and elsewhere in this quarterly report.
Unless otherwise specified in this quarterly report, all dollar amounts are
expressed in United States dollars and all references to "common stock" refer to
shares of our common stock.
As used in this quarterly report, the terms "we", "us", "our company", mean
Startech Labs, Inc., a Nevada corporation, unless otherwise indicated.
Overview
We were incorporated in the State of Nevada on April 20, 2013 under the name
UpperSolution.com with the principal business objective of creating an
independent and unbiased mobile app that enables consumers to find the best
cellular rate plan for their need and getting real-time notifications when a new
cellular plan is available.
On January 10, 2018, our company, Analog Nest Technologies, Inc. ("Analog Nest")
and the shareholders of Analog (the "Analog Nest Shareholders") closed a
transaction pursuant a share exchange agreement dated January 10, 2018, whereby
our company acquired 100% of the outstanding shares of common stock of Analog
Nest (the "Analog Nest Stock") from the Analog Nest Shareholders. In exchange
for the Analog Nest Stock our company issued 100,000 shares of our common stock
to the Analog Nest Shareholders.
Analog Nest was incorporated in the State of Nevada on September 8, 2017 as a
mobile application ("app") company focused on utility/entertainment apps for
Google's Android and Apple's iOS platforms. In December 2017, Analog Nest
acquired the following apps: Old Fart Booth, Old Fart Booth Pro, Ugly Face
Booth, Ugly Santa Booth, Baldy - Bald Photo Booth, Fatty - Make Funny Fat Faces,
Slender Man Scary Prank, Anime Booth, Anime Booth Free, Minecart Mayhem, Pimp My
Pet, Pimp My Dog, Cavity Detector - Scary Prank, Mustacher, Alex From Target, A
Farm Animal Salon, Mustacher Pro, Pimp My Cat, and Animal Dress Up Salon.
On June 26, 2019, a majority of our stockholders and our board of directors
approved a change of name of our company to "Startech Labs, Inc." and a reverse
stock split of our issued and outstanding shares of common stock on a
ninety-five (95) old for one (1) new basis. The name change and reverse stock
split became effective on July 17, 2019.
We have not declared bankruptcy, been involved in receivership or any similar
proceeding.
Our office is located at 244 Madison Avenue, New York, NY 10016-2817 and our
telephone number is (802) 255-4212. We do not own any property and we do not
have a corporate website.
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Our Current Business
We are in the business of the creation and development of utility/entertainment
apps for Google's Android and Apple's iOS platforms, through our wholly owned
subsidiary, Analog Nest.
Product Lines
Analog Nest operates primarily in the computer/software applications industry
and specifically in the development of Android and iOS apps for mobile devices.
In the past five years the number of total apps on the Google Play Store has
increased from around 200,000 in 2011 to around 1.6 million in 2015 and
currently about 2 million apps in the Apple's App store as well. The Google Play
Store and Apple's App Store are generally referred to herein as an "App Store".
Analog Nest generates revenue from selling certain apps in the App Stores and
from displaying advertisements in certain applications. Approximately eighty
percent (80%) of Analog Nest revenue is generated from the sales of Apps and the
remaining revenue comes for advertising.
Results of Operations
The following summary of our operations should be read in conjunction with our
unaudited financial statements for the nine months ended February 29, 2020 and
February 28, 2019.
Three months ending February 29, 2020 compared to three months ending February
28, 2019:
Three Months Ended
February 29, February 28,
2020 2019 Change
Revenue $ - $ - $ -
Operating Expenses
General and administrative expenses 450 450 -
Professional fees 4,411 4,799 (388 )
Stock- based compensation 38,500,000 - 38,500,000
Other income (expense) (11,811 ) - (11,811 )
Loss from continued operations (38,516,672 ) (5,249 ) (38,511,423 )
Income (Loss) from discontinued
operations - (3,951 ) 3,951
Net Loss $ (38,516,672 ) $ (9,200 ) $ (38,507,472 )
Revenue
We have not generated any revenues for the three months ended February 29, 2020
and February 28, 2019.
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Operating expense
Operating expenses for three months ended February 29, 2020 included general and
administrative expenses of $450, professional fees of $4,411 and stock-based
compensation of $38,500,000, respectively. Operating expenses for three months
ended February 28, 2019 included general and administrative expenses of $450,
and professional fees of $4,799, respectively. The increase in operation
expenses was mainly attributed to the increase in stock-based compensation
incurred during the three months ended February 29, 2020.
Other expense
Other expense for three months ended February 29, 2020 included convertible note
interest expense of $11,811.
Loss from continued operations
For the three months ended February 29, 2020, our company incurred loss from
continued operations of $38,516,672, compared to $5,249 incurred during the
three months ended February 28,2019. The increase in loss from continued
operations was mainly attributed to the increase in stock-based compensation and
other expense incurred during the three months ended February 29, 2020.
Loss from discontinued operations
On December 1, 2018, our company disposed of its mobile application company
subsidiary, Analog Nest Technologies, Inc. During the three months ended
February 29, 2020 and February 28, 2019, our company recorded loss from
discontinued operations of $NIL and $3,951, respectively.
Net loss
Net loss totaled $38,516,672 for the three months ended February 29, 2020,
compared to a net loss for the three months ended February 28, 2019 of $9,200.
Nine months ending February 29, 2020 compared to nine months ending February 28,
2019:
For the Nine Months Ended
February 29, February 28,
2020 2019 Change
Revenue $ - $ - $ -
Operating Expenses
General and administrative
expenses 2,350 1,350 1,000
Professional fees 23,633 27,370 (3,737 )
Stock - based compensation 38,500,000 - 38,500,000
Other income (expense) (72,492 ) - (72,492 )
Loss from continued operations (38,598,475 ) (28,720 ) (38,569,755 )
Income (Loss) from discontinued
operations - (3,396 ) 3,396
Net Loss $ (38,598,475 ) $ (32,116 ) $ (38,566,359 )
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Revenue
We have not generated any revenues for the nine months ended February 29, 2020
and February 28, 2019.
Operating expense
Operating expenses for nine months ended February 29, 2020 included general and
administrative expenses of $2,350, professional fees of $23,633 and stock-based
compensation of $38,500,000, respectively. Operating expenses for nine months
ended February 28, 2019 included general and administrative expenses of $1,350
and professional fees of $27,370, respectively. The increase in operation
expenses was mainly attributed to the increase in stock-based compensation
incurred during the nine months ended February 29, 2020
Other expense
Operating expense for nine months ended February 29, 2020 included amortization
of convertible note discount on beneficial conversion feature of $54,534 and
convertible note interest expense of $17,958.
Loss from continued operations
For the nine months ended February 29, 2020, our company incurred loss from
continued operations of $38,598,475, compared to $28,720 incurred during the
nine months ended February 28, 2019. The increase in loss from continued
operations was mainly attributed to the increase in stock-based compensation and
other expense incurred during the nine months ended February 29, 2020.
Loss from discontinued operations
On December1,2018, our company disposed of its mobile application company
subsidiary, Analog Nest Technologies, Inc. During the nine months ended February
29, 2020 and February 28, 2019, our company recorded loss from discontinued
operations of $NIL and $3,396, respectively.
Net loss
Net loss totaled $38,598,475 for the nine months ended February 29, 2020,
compared to a net loss for the nine months ended February 28,2019 of $32,116.
Liquidity and Capital Resources
Working Capital
February 29, May 31,
2020 2019 Change
Current Assets $ - $ - -
Current Liabilities $ 129,547 $ 85,606 43,941
Working Capital Deficiency $ (129,547 ) $ (85,606 ) (43,941 )
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The change in working capital deficiency during the nine months ended February
29,2020 was primarily a result of an increase of convertible notes and accrued
interest payable.
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