See notes to the unaudited financial statements.
* On March 10, 2021, the Company implemented a
10,000 to 1 reverse split of the issued and outstanding shares of its common stock. Except for shares authorized, all references to number
of shares and per share information in these unaudited financial statements have been retroactively adjusted to reflect such split.
See notes to the unaudited financial statements.
See notes to the unaudited financial statements.
Notes to Unaudited Financial Statements
June 30, 2022
Note 1 - Nature of Business and Organization
ConectiSys Corporation (the “Company”) was incorporated
in Colorado on February 2, 1986, under the name Coastal Financial Corp. On December 5, 1994, Coastal Financial Corp. changed its name
to BDR Industries, Inc. which changed its name on October 16, 1995, to Conectisys Corporation.
The Company was engaged in the development of a low-cost automatic
meter reading, or AMR, solution until it ceased all business activity in 2008.
Conectisys was an SEC reporting company until 2008. Its last Form 10-K,
for the fiscal year 2007, was filed on Jan 4, 2008; its last Form 10-Q, for the three and nine months ended June 30, 2008, was filed on
Sep. 15, 2008.
As of June 30, 2008, Conectisys had notes payable aggregating $6,633,312.
Of this total, several five-year notes aggregating $3,082,655 were
payable to NIR & Affiliates. NIR was a mutual fund run by Corey Ribotsky. NIR provided Conectisys with significant funding from 2002
through 2008 in the form of convertible notes with stock conversion at a significant discount to the market (up to 80% at times) commonly
known as a “pipe”. In March 2008 NIR provided the last of its funding to Conectisys.
In the 3rd quarter of 2008 Conectisys was in default on its obligations
to NIR by (1) failure to pay interest and (2) failure to maintain an active SB-2 filing for issuance of the convertible shares. In 2009,
Conectisys failed to timely file its 2008 10-K Report. Conectisys was removed from trading on the OTC and began trading on the Pink Sheets.
The balance of the convertible notes, aggregating $3,550,657, were
payable to AJW, New Millennium Capital Partners and Laurus Master Fund.
All the notes were due at various times from 2002 to 2008. There were
no repayments and, after the six-year statute of limitations, all the notes and the related accrued interest, $498,132 as of June 30,
2008, became null and void at various times through April 2017.
Conectisys was a victim of predatory lending by Corey Ribotsky and
his NIR Group, as evidenced by a civil complaint filed by the U.S. Securities & Exchange Commission (“SEC”) against Mr.
Ribotsky, NIR and others on September 28, 2011 in Federal Court in the Eastern District of New York.
To settle the SEC's related administrative proceedings, Ribotsky consented
to be barred from any future association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor,
transfer agent, or nationally recognized statistical rating organization.
The statute of limitations to sue in contract matters or debt collection
is 6 years in the State of New York which was the agreed upon jurisdiction by both Conectisys and NIR. Further, NIR and all its affiliates
ceased to operate as a result of the SEC enforcement actions.
As of April 2017, all obligations, notes, debt, warrants, and options
are past their due dates and barred from any collection efforts since the time frame allowed by the statute of limitations for a legal
action has expired.
From November 2002 to March 2008, Conectisys issued an aggregate of
67,620,000 five-year and seven-year Common Stock warrants to accredited investors in connection with several convertible debenture financing
arrangements.
All such warrants and all stock options expired unexercised.
All assets as of June 30, 2008, $172,581, were fully amortized or realized
by the end of fiscal 2008.
As of June 30, 2008, the Company had $2,418,148 in accrued compensation
and $40,174 due to officers. None of these obligations were paid and became null and void after the six-year statute of limitations.
Accounts payable and other current liabilities were either partially
paid or became null and void after the six-year statute of limitations.
From its inception in 1986 through June 30, 2008, Conectisys had aggregate
revenues of approximately $524,000 from the sale of its H-NET AMR systems.
Operations: None
Customers: None
Employees: None
Note
2 - Basis of Presentation and Summary of Significant Accounting Policies
Basis of presentation
The accompanying unaudited financial statements have been prepared
in accordance with the generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant
to the rules and regulations of the Securities Exchange Commission (“SEC”).
Cash and cash equivalents
Cash and cash equivalents consist of amounts of cash on
hand and bank deposits.
Use of estimates and assumptions
The preparation of financial statements in conformity with U.S. GAAP
requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported and disclosures of contingent
assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the periods
presented. Actual results could differ from these estimates.
Income taxes
The Company accounts for income taxes under the asset and liability
method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their perspective tax bases. Deferred tax assets and liabilities are
measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be
recovered or settled. 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. Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected
to be realized.
Commitments and Contingencies
In the ordinary course of business, the Company is subject to certain
contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of matters, such as government
investigations and tax matters. The Company recognizes a liability for such contingency if it determines it is probable that a loss has
occurred and a reasonable estimate of the loss can be made. The Company may consider many factors in making these assessments including
historical and specific facts and circumstances of each matter.
Loss per share
Basic loss per share is computed by dividing net loss by the weighted
average number of common stock outstanding during the period.
Recently issued accounting pronouncements
The Company does not believe that the implementation of recently issued
accounting standards would have a material effect on its financial position, statements of operations, and cash flows.
Subsequent event
The Company evaluated subsequent events and transactions after June
30, 2022, through the date that these unaudited financial statements are available to be issued. There are no material subsequent events
that required recognition or additional disclosure in the financial statements.
Going concern
The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. Additional capital infusion
is necessary in order to fund current expenditures, acquire business opportunities and achieve profitable operations. This factor raises
substantial doubt about the Company’s ability to continue as a going concern.
