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: December 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: 333-260704

63 Rocio Court

Palm Desert, CA 92260

     Tel: (760) 636-4353 

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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 (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with 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

The number of shares of the Registrant’s common stock, par value $0.0001 per share, outstanding as of February 3, 2022 was 850,000.

Item 1. Financial Statements 

HOOPS SCOUTING USA

Condensed Balance Sheets

(Expressed in U.S. dollars)

(The accompanying notes are an integral part of these condensed financial statements)

(The accompanying notes are an integral part of these condensed financial statements)

HOOPS SCOUTING USA

Condensed Statements of Stockholders’ Deficit

(Expressed in US dollars)

(unaudited)

(The accompanying notes are an integral part of these condensed financial statements)

(The accompanying notes are an integral part of these condensed financial statements)

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 

FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our 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 those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

Liquidity and Capital Resources

As of December 31, 2021, we had a cash balance and total assets of $5,025 compared to cash and total assets of $10,586 as at June 30, 2021. The decrease in cash and total assets was due to an increase in activity and SEC related filing fees related to the notice of effectiveness as of November 12, 2021.  As at December 31, 2021, and June 30, 2021 we had total liabilities of $60,136 and $43,235 respectively.  The increase in liabilities was due to an increase in accounts payable and accrued liabilities of $4,400 due to timing differences from our operations and an increase in the amount owed to our President and Director of $12,501 for additional cash contributions of $5,000 and payment of operating expenses of $7,501. 

Our working capital deficit was $55,111 as at December 31, 2021 compared to $16,649 as at June 30, 2021.  The increase in the working capital deficit was due to the use of cash for our operating activities and the fact that our loans payable are now due within 12 months of the reporting date which resulted in the reclassification from non-current liabilities to current liabilities. 

Results of Operations

During the three months ended December 31, 2021, we incurred $8,632 of operating expenditures comprised of general and administrative, professional fees and transfer agent fees compared to $6,136 for bank charges and transfer agent fees during the three months ended December 31, 2020.  The increase in operating expenses was due to an increase in professional fees relating to additional time and costs incurred with respect to filing our S-1 amendment.

During the six months ended December 31, 2021, we incurred $25,462 of operating expenditures comprised of general and administrative, professional fees and transfer agent fees compared to $12,211 for general and administrative, professional fees and transfer agent fees during the six months ended December 31, 2020.  The increase is due to an increase in day-to-day activities including professional fees to update our SEC reporting requirements and for general and administrative costs.  

Cash Flows

During the six months ended December 31, 2021, we used $13,561 of cash for operating activities compared to the use of $29,360 for operating activities during the six months ended December 31, 2020.  The decrease in cash used for operating activities during the six months ended December 31, 2021 is due to the fact that we raised $31,000 in financing proceeds in fiscal 2020 that was used for prepaid professional fees compared to the current period where we had minimal activity. 

During the six month period ended December 31, 2021, the Company received proceeds of $3,000 relating to share subscriptions for the issuance of common shares at $0.10 per share compared to $15,000 in share subscriptions and $16,000 in loans payable during the six months ended December 31, 2020.

We did not have any investing activities during the six months ended December 31, 2021 and 2020.  

Trends

There is no assurance that we will be able to generate cash flows from our operations. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that we will be able to continue as a going concern.

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 our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

Inflation

The effect of inflation on our revenues and operating results has not been significant.

Critical Accounting Policies

Our financial statements are presented in United States dollars and are prepared using the accrual method of accounting, which conforms to US GAAP.

We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

The financial statements as of and for the six months ended December 31, 2021 included herein, which have not been audited pursuant to the rules and regulations of the Securities and Exchange Commission, reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods on a basis consistent with the annual audited statements. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for a full year. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in conformity with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although we believe that the disclosures are adequate to make the information presented not misleading.

Going Concern

The Company’s financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated no revenues to date, has a working capital deficit of $55,111 and has an accumulated deficit of $90,161. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and 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 periods presented. We are required to make judgments and estimates about the effect of matters that are inherently uncertain. Although, we believe our judgments and estimates are appropriate, actual future results may be different; if different assumptions or conditions were to prevail, the results could be materially different from our reported results.

Recent Accounting Pronouncements

We review new accounting standards as issued. Although some of these accounting standards issued or effective after the end of our previous fiscal year may be applicable to us, we have not identified any standards that we believe merit further discussion. We believe that none of the new standards will have a significant impact on our financial position, future operations or cash flows.

Item 3. Quantitative and Qualitative Disclosure about Market Risk 

None

Item 4. Controls and Procedures 

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the evaluation, both the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, were effective as of December 31, 2021.

Internal Control over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Securities Act of 1934) that materially affected, or is reasonably likely to materially affect, such internal control over financial reporting during the quarter ended December 31, 2021.  Saturna Group Chartered Professional Accountants LLP, our independent auditors, were not required and have not performed an assessment of our internal controls over financial reporting for effectiveness.  

Part II — OTHER INFORMATION

Item 1. Legal Proceedings 

None.

Item 1A. Risk Factors 

In addition to other information set forth in this report, you should carefully consider the risk factors described in our Registration Statement on Form S-1, which was declared effective on November 12, 2021.  Those factors could materially affect our business, financial condition or future results. In addition, risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a materially adverse effect on our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 

During the quarter ended December 31, 2021, the Company issued 30,000 common shares at $0.10 for proceeds of $3,000 pursuant to a private placement.  The funds were used for general working capital purposes.

Item 3. Defaults Upon Senior Securities 

None.

Item 4. (Removed and reserved) 

Item 5. Other Information 

None.

Item 6. Exhibits 

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.