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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

quarterly REPORT under SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: June 30, 2023

 

or

 

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ______ to ______

 

Commission File No. 000-55964

 

Quarta-Rad, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   45-4232089

(State or other Jurisdiction of

Incorporation or Organization)

 

(I.R.S. Employer

Identification No.)

     
1201 N. Orange St., Suite 700    
Wilmington, DE   19801
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (302) 575-0877

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Each Exchange on Which Registered
Common Stock, par value $0.0001 per share   QURT   OTC

 

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 preceding12 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 and posted on its Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§230.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post 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 file,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐ Accelerated filer ☐
   
Non-accelerated filer ☐ (Do not check if a smaller reporting company) Smaller reporting company

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

Yes ☐ No

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section l2, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

 

Yes ☐ No ☐

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of October 6 2023, the number of shares outstanding of the issuer’s sole class of common stock, $0.0001 par value per share, is 15,674,483.

 

 

 

   

 

 

table of contents

 

Part I – FINANCIAL INFORMATION    
Item 1. Financial Statements    
Condensed and Consolidated Balance Sheets   3
Condensed and Consolidated Statements of Operations   4
Condensed and Consolidated Statements of Stockholders’ Equity   5
Condensed and Consolidated Statements of Cash Flows   7
Notes to the Condensed and Consolidated Unaudited Financial Statements   8
Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations   14
Item 3. Quantitative and Qualitative Disclosures about Market Risk   20
Item 4. Controls and Procedures   20
PART II — OTHER INFORMATION   21
Item 1. Legal Proceedings   21
Item 1A. Risk Factors   21
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds   21
Item 3. Defaults Upon Senior Securities   21
Item 4. Mine Safety Disclosures   21
Item 5. Other Information   21
Item 6. Exhibits   21
Signatures   22

 

2
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

CONDENSED AND CONSOLIDATED BALANCE SHEETS

(unaudited)

 

   June 30, 2023   December 31, 2022 
   As of 
   June 30, 2023   December 31, 2022 
ASSETS          
Current Assets          
Cash  $137,772   $293,878 
Accounts receivable   17,463    61,658 
Marketable securities, trading   48,159    173,882 
Receivable - related party   5,000    - 
Notes receivable - related party - current portion   16,620    - 
Inventory   82,000    186,068 
Total Current Assets   307,014    715,486 
           
Fixed Assets, Net   1,970    2,370 
           
Other Assets          
Notes receivable - related party, net of current portion   399,182    - 
Interest receivable - related party   12,977    - 
Deferred tax asset   30,494    35,896 
Total Other Assets   442,653    35,896 
           
TOTAL ASSETS  $751,637   $753,752 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
Current Liabilities          
Accounts payable and accrued expenses  $111,407   $83,299 
Deferred revenue - related party   85,000    187,000 
Payable - related parties   185,808    134,352 
Total Liabilities   382,215    404,651 
           
Commitments and Contingencies   -    - 
           
Stockholders’ Equity          
Common Stock: authorized 50,000,000 common shares, $0.0001 par value 15,674,483 and 15,674,483 were issued and outstanding on June 30, 2023 and December 31, 2022, respectively       1,568   
     1,568  
Additional paid-in capital   346,726    346,726 
Retained earnings   21,128    807 
Total Stockholders’ Equity   369,422    349,101 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $751,637   $753,752 

 

See accompanying notes to unaudited financial statements

 

3
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

CONDENSED AND CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

  

For the three
months ended

June 30, 2023

  

For the three
months ended

June 30, 2022

  

For the six
months ended

June 30, 2023

  

For the six
months ended

June 30, 2022

 
                 
Sales -Quarta Rad, Inc., net  $62,082   $214,177   $199,061   $532,556 
Sales - Sellavir, Inc., net - related party   40,000    30,000    102,000    94,000 
                     
Total sales, net   102,082    244,177    301,061    626,556 
                     
Cost of goods sold - Quarta-Rad, Inc.   31,256    163,605    131,821    365,560 
Cost of goods sold - Sellavir Inc.   18,235    26,691    40,966    44,658 
                     
Gross profit   52,591    53,881    128,274    216,338 
                     
Expenses:                    
General and administrative   13,986    13,128    26,404    27,184 
Advertising   16,484    8,453    33,577    19,653 
Professional and consulting fees   41,501    48,060    74,901    79,286 
Operating expenses   71,971    69,641    134,882    126,123 
                     
Net income/(loss) from operations   (19,380)   (15,760)   (6,608)   90,215 
Other income - interest and dividends   7    2    301    5 
Other income - interest - related party   13,779    -    13,779    - 
Other income - unrealized gain/(loss) on investments   (32,691)   (78,003)   21,780    (126,970)
Other income - realized gain/(loss) on investments   21,511    11,188    (3,529)   (13,651)
Net income/(loss) before provision for income taxes   (16,774)   (82,573)   25,723    (50,401)
                     
Income tax (expense)/benefit   (3,522)   (17,340)   5,402    (10,584)
                     
Net income/(loss)  $(13,252)  $(65,233)  $20,321   $(39,817)
                     
Income per share - basic and diluted  $-   $-   $-   $- 
                     
Weighted average shares - basic and diluted   15,674,483    15,674,483    15,674,483    15,674,483 

 

See accompanying notes to unaudited financial statements

 

4
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

CONDENSED AND CONSOLIDATED STATEMENTS IN STOCKHOLDERS’ EQUITY

For the six months ended June 30, 2023

(Unaudited)

 

           Additional       Total 
   Common Stock   Paid-In   Retained   Stockholders’ 
   Shares   Amount   Capital   Earnings   Equity 
Balance, December 31, 2022   15,674,483   $1,568   $346,726   $807   $349,101 
Net income   -    -    -    20,321    20,321 
Balance, June 30, 2023   15,674,483   $1,568   $346,726   $21,128   $369,422 

 

CONDENSED AND CONSOLIDATED STATEMENTS IN STOCKHOLDERS’ EQUITY

For the six months ended June 30, 2022

(Unaudited)

 

           Additional   Retained Earnings/   Total 
   Common Stock   Paid-In   (Accumulated   Stockholders’ 
   Shares   Amount   Capital   Deficit)   Equity 
Balance, December 31. 2021   15,674,483   $1,568   $346,726   $(13,771)  $334,523 
Net loss   -    -    -    (39,817)   (39,817)
Balance, June 30, 2022   15,674,483   $1,568   $346,726   $(53,588)  $294,706 

 

See accompanying notes to unaudited financial statements

 

5
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

CONDENSED AND CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

Three Months Ended June 30, 2023

(Unaudited)

 

           Additional   Retained Earnings/   Total 
   Common Stock   Paid-In   (Accumulated   Stockholders’ 
   Shares   Amount   Capital   Deficit)   Equity 
Balance, March 31, 2023   15,674,483   $1,568   $346,726   $34,380   $382,674 
Net loss   -    -    -    (13,252)   (13,252)
Balance, June 30, 2023   15,674,483   $1,568   $346,726   $21,128   $369,422 

 

CONDENSED AND CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

Three Months Ended June 30, 2022

(Unaudited)

 

           Additional       Total 
   Common Stock   Paid-In   Retained   Stockholders’ 
   Shares   Amount   Capital   Earnings   Equity 
Balance, March 31, 2022   15,674,483   $1,568   $346,726   $11,645   $359,939 
Net loss   -    -    -    (65,233)   (65,233)
Balance, June 30, 2022   15,674,483   $1,568   $346,726   $(53,588)  $294,706 

 

See accompanying notes to unaudited financial statements

 

6
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

CONDENSED AND CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

   For the six
months ended
June 30, 2023
   For the six
months ended
June 30, 2022
 
         
OPERATING ACTIVITIES:          
Net income/(loss)  $20,321   $(39,817)
           
Adjustments to reconcile net income to net cash provided by operating activities:                   
Depreciation   400    400 
Net realized loss on investments   3,529    13,651 
Net unrealized (gain)/loss on investments   (21,780)   126,970 
Income tax expense/(benefit)   5,402    (10,584)
Changes in operating assets and liabilities:          
Accounts receivable   44,195    50,816 
Inventory   104,068    (110,265)
Miscellaneous receivable - related party   (5,000)   - 
Accrued interest receivable - related party   (13,779)   - 
Accounts payable and accrued expenses   28,108    10,695 
Deferred revenue - related party   (102,000)   - 
Related party payable   51,456    54,139 
Net cashed provided by operating activities   114,920    96,005 
           
INVESTING ACTIVITIES:          
Sale of marketable securities, trading   201,894    103,051 
Issuance of notes payable - related party   (415,000)   - 
Purchase of marketable securities, trading   (57,920)   (262,649)
Net cash used in Investing Activities   (271,026)   (159,598)
           
Net change in cash   (156,106)   (63,593)
Cash, beginning of period   293,878    260,200 
Cash, end of period  $137,772   $196,607 
           
Supplemental cash flow information:          
           
Cash paid for interest  $-   $- 
           
Cash paid for income taxes  $-   $- 

 

See accompanying notes to unaudited financial statements 

 

7
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

NOTE 1 - BASIS OF PRESENTATION

 

The condensed and consolidated balance sheet of Quarta-Rad, Inc. and Subsidiaries (the “Company”) as of June 30, 2023, and the statements of operations and stockholders’ equity/deficit for the three and six months ended June 30, 2023 and 2022, and the cash flows for six months ended June 30, 2023 and 2022 have not been audited. However, in the opinion of management, such information includes all adjustments (consisting of normal recurring adjustments), which are necessary to accurately reflect the financial position of the Company as of June 30, 2023, the results of operations and cash flows for the periods ended June 30, 2023, and 2022.

 

The condensed and consolidated balance sheet as of December 31. 2022 has been derived from audited financial statements. Certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted, although management believes that the disclosures are adequate to make the information presented not misleading. Interim period results are not necessarily indicative of the results to be achieved for an entire year. These condensed and consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31. 2022.

 

NOTE 2 - NATURE OF BUSINESS

 

The Company distributes detection devices, including but not limited to Geiger counters, to homeowners and interested customers in North America and Europe. The Company targets homebuilders and home renovation contractors. As noted in RISKS AND UNCERTAINTIES, the Company has encountered certain restrictions in securing inventory and is attempting to find a new supplier.

 

Sellavir is a video analytics company whose platform empowers organizations to decode videos to develop creative marketing strategies and analysis through advanced and proprietary technologies using artificial intelligence (“AI”).

 

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation

 

The consolidated financial statements include the accounts Quarta-Rad, Inc. and its wholly-owned subsidiaries Quarta-Rad USA, Inc. and Sellavir, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates and Assumptions

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and judgments that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods.

 

Significant estimates made by management include, among others, provisions for the valuation of accounts receivable, accrual of European VAT reserve, the recoverability of deferred tax assets, and the recoverability of inventory. The Company bases its estimates on historical experience, knowledge of current conditions and belief of what could occur in the future considering available information. The Company reviews its estimates on an on-going basis. The actual results experienced by the Company may differ materially and adversely from its estimates. To the extent there are material differences between the estimates and actual results, future results of operations will be affected.

 

8
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Advertising

 

The Company expenses advertising costs, consisting primarily of placement in multiple publications, along with design and printing costs of sales materials, when incurred. Advertising expenses for the three and six months ended June 30, 2023, and 2022, amounted to $16,484, $33,577, $8,453, and $19,653, respectively.

 

Concentration of Credit Risk

 

Credit is extended to online platforms and suppliers based on an evaluation of their financial condition, and collateral is generally not required. The Company performs ongoing credit evaluations of its customers and provides an allowance for doubtful accounts as appropriate.

 

Two selling platforms/distributors accounted for 98% of accounts receivable at June 30, 2023 and two selling platforms/distributors accounted for 96% of accounts receivable at December 31. 2022.

 

Quarta Rad purchased 100% of its inventory through two related parties for the three and six months ended June 30, 2023, and 2022.

 

Earnings per Share

 

The Company’s basic earnings per share are calculated by dividing its net income available to common stockholders by the weighted average number of common shares outstanding for the period. The Company’s dilutive earnings per share is calculated by dividing its net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There were no potentially dilutive instruments outstanding at during the periods ended June 30, 2023, and 2022.

 

Fair Value of Financial Instruments

 

The Company’s financial instruments as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments” include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments, except marketable securities are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2023 and December 31. 2022. Marketable securities are level one assets recorded at fair value.

 

FASB ASC 820 “Fair Value Measurements and Disclosures” defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

 

  Level 1. Observable inputs such as quoted prices in active markets;
     
  Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
     
  Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

 

The Company’s investment securities consist of common and options. Substantially all the Company’s investments are Level 1. The fair market value is based on quoted prices in active markets for identical assets. Financial assets are measured at fair value on a recurring basis. The following table provides information at June 30, 2023 about the Company’s financial assets measured at fair value on a recurring basis.

 

Values on June 30, 2023:

 

   Level 1   Level 2   Level 3   Total 
Assets at fair value:                    
Marketable Securities  $48,159   $-   $-   $48,159 
                     
Total assets at fair value, June 30, 2023  $48,159   $-   $-   $48,159 

 

9
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Values on December 31. 2022:

 

    Level 1     Level 2     Level 3     Total  
Assets at fair value:                                
Marketable Securities   $ 173,882     $ -     $ -     $ 173,882  
                                 
Total assets at fair value, December 31. 2022   $ 173,882     $ -     $ -     $ 173,882  

 

Revenue Recognition

 

The Company follows guidance from FASB Accounting Standards Codification ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The guidance sets forth a five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance.

 

Our principal activities from which we generate our revenue are product sales and consulting services.

 

Revenue is measured based on consideration specified in a contract with a customer. A contract with a customer exists when we enter into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms and conditions on the websites for e-commerce customers and via telephone with our third-party call center for our print media and direct mail customers, or the execution of terms and conditions contracts with retailers and wholesalers. These contracts define each party’s rights, payment terms and other contractual terms and conditions of the sale. Consideration is typically paid prior to shipment via credit card or check when our products are sold direct to consumers or approximately 30 days from the time control is transferred when sold to wholesalers, distributors and retailers. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer.

 

A performance obligation is a promise in a contract to transfer a distinct product to the customer, which for us is transfer of devices to our customers. Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. We have concluded the sale of goods and related shipping and handling are accounted for as the single performance obligation.

 

The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation. The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods to the customer. We issue refunds to e-commerce and print media customers, upon request, within 30 days of delivery. We estimate the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. For retailers, distributors and wholesalers, we do not offer a right of return or refund and revenue is recognized at the time products are shipped to customers. In all cases, judgment is required in estimating these reserves. Actual claims for returns could be materially different from the estimates. There was no reserve for sales returns and allowances, at June 30, 2023 and December 31. 2022, respectively.

 

10
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

We recognize revenue when we satisfy a performance obligation in a contract by transferring control over a product to a customer when product is shipped. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfilment cost and are included in cost of product sales.

 

We recognize consulting revenue over time as services are performed.

 

During the third quarter of 2022, Sellavir billed and received $220,000 from a related party for services to be performed during the fourth quarter of 2022 and throughout 2023. $85,000 is included as deferred revenue-related party at June 30, 2023 and $187,000 at December 31. 2022.

 

Recent Accounting Pronouncements

 

We have adopted all recently issued accounting pronouncements. The adoption of the new accounting pronouncements is not anticipated to have a material effect on our operations.

 

Risks and Uncertainties

 

RUSSIAN INVASION OF UKRAINE

 

In February 2022, Russia invaded the nation of Ukraine and certain sanctions and banking restrictions were levied upon Russia. As a result, the Company’s ability to purchase inventory from Russia has been impacted.

 

The Company is actively monitoring the situation and working closely with their suppliers and logistics companies to mitigate the impact. During October 2022 the Company has encountered additional restrictions in the EU and believes their ability to continue to sell in the EU will be diminished. The Company is continuing to search for an alternate source. The lack of a stable vendor is having a significant impact on the Company.

 

The Company is continuing to expand its Artificial Intelligence business through development of new services and software, and consulting on strategies and implementation, and are in the process of transforming our company from an import heavy revenue entity to AI services revenue becoming the majority of total sales. The Company is focusing its unique footprint in the Japanese market to continue to expand Sellavir products and services. Due to the constraints with the Quarta Rad related income, additional focus and resources will be utilized by Sellavir. Sellavir has received $220,000, as noted in Note 7, to further build out its AI infrastructure.

 

NOTE 4–NOTE RECEIVABLE – RELATED PARTY

 

During March 2023, Sellavir entered into a loan agreement with a related Thai Corporation for the purchase of land and to ultimately build a structure. The Company’s CEO and majority shareholder became the CEO and a minority shareholder in the Thai entity in May 2023. The Thai Corporation will repay Sellavir $9,000,000 Thai Bhat, valuaed at $261,038, at the time of the loan, which includes a premium of $16,038 plus interest a rate of 15% per annum. Payments are deferred until April 1, 2024, with quarterly principal payments due through April 1, 2028. Interest is payable at the end of the loan. The Company will amortize the premium over the life of the loan. Payments are payable in Thai Baht. The loan is secured by land located in Thailand.

 

The Company issued an additional loan to the Thai Corporation in May 2023 for $170,000, at the rate of 15% per annum. Payments are deferred until April 1, 2014, with quarterly principal payments due through April 2028. Interest is payable at the end of the loan. The loan is secured by land located in Thailand.

 

Accrued interest at June 30, 2023 for both loans is $12,977 included as a long-term asset, interest receivable – related part.

 

11
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

NOTE 5–PROPERTY AND EQUIPMENT

 

Property and Equipment at June 30, 2023 and December 31. 2022 consisted of:

 

 
 
 
 

June 30,

2023

 
 
 
 

December 31,

2022

 
 
Computer Equipment  $4,005   $4,005 
Accumulated Depreciation   (2,035)   (1,635)
Net Property & Equipment  $1,970   $2,370 

 

The Company recognized $200, $400, $200, and $400 in depreciation expense in each period for the three and six months ended June 30, 2023 and 2022, respectively.

 

NOTE 6–RELATED PARTY TRANSACTIONS

 

The Company sells radiation monitors and to date has purchased all of it inventory from Quarta-Rad, LTD (“QRR”), a company in Russia, which is owned by the Company’s minority shareholder. Total inventory purchased was $-0- and $383,762 for the six months ended June 30, 2023, and 2022, respectively. Through May 2022, the Company purchased its inventory directly through QRR. In May 2022, the Company began using Star Systems Corporation (“STAR”), a Japanese entity owned by the Company’s majority shareholder, as an intermediary to purchase inventory from QRR. $-0- and $213,271 was purchased directly from QRR during the six months ended June 30, 2023, and 2022, respectively. $-0- and $170,491 was purchased through Star through the six months ended June 30, 2023 and 2022, $317,294 was purchased through Star during the year ended December 31, 2022. The Company also paid $22,473 to Star during 2022 for upgrades to inventoriable items. The Company owes Star $42,502 as of June 30, 2023 and December 31, 2022. The balances are due on demand and do not incur interest.

 

During July 2017, the Company entered into an agreement with the Russian Affiliate to develop and update software for a new device for $180,000. The development contract ended December 31, 2019. The amount due in connection with this agreement as of June 30, 2023, and December 31. 2022, is $91,850 and $91,850, respectively. The balances are due on demand and do not incur interest.

 

In April 2021, the Company began compensating its CEO, who is the majority shareholder. As of June 30, 2023, the Company has accrued $72,000 for this compensation. The Company expensed $8,000, $16,000, $8,000, and $8,000 for the three and six months ended June 30, 2023, and 2022, respectively. As of June 30, 2023, and December 31. 2022, is due $44,159 and $-0-, respectively, for expenses paid by the shareholder on behalf of the Company. The shareholder paid for $54,856 and $95,948 in expenses during the six months ended June 30, 2023, and 2022 respectively. The balances are due on demand and do not incur interest.

 

Sellavir recognized $40,000. $102,000, $30,000 and $94,000 of revenue for the three and six months ended June 30, 2023, and 2022, respectively from a related entity wholly owned by the majority shareholder of the Company.

 

NOTE 7–SEGMENTS

 

The Company has two operating segments through the operations of Quarta-Rad and Sellavir. The Company evaluates the performance of its segments based on revenues, operating income(loss) and net income(loss).

 

12
 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Segment information for the three and six months ended September 2022 and 2022 is as follows:

 

For the six months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $199,061    102,000   $301,061 
Income/(loss) from operations   (63,158)   56,550    (6,608)
Net income/(loss)  $(49,891)   70,212   $20,321 

 

For the three months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $62,082    40,000   $102,082 
Loss from operations   (37,909)   18,529    (19,380)
Net income/(loss)  $(29,948)   16,696   $(13,252)

 

For the six months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $532,556   $94,000   $626,556 
Income from operations   43,933    46,282    90,215 
Net income/(loss)  $34,705   $(74,522)  $(39,817)

 

For the three months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $214,177   $30,000   $244,177 
Income/(loss) from operations   (16,998)   1,238    (15,760)
Net loss  $(13,427)  $(51,806)  $(65,233)

 

Total Assets  As of
June 30, 2023
   As of
December 31, 2022
 
Quarta-Rad  $261,357   $337,587 
Sellavir   490,280    416,165 
Total Assets  $751,637   $753,752 

 

NOTE 8– COMMITMENTS AND CONTINGENCIES

 

Contingencies

 

The Company is currently undergoing a multi-year VAT tax examination by certain European tax authorities. As of June 30, 2023, the outcome of these examinations is uncertain, and the Company is disputing any amounts due. The estimated liabilities on the VAT tax exposure could anywhere from $0 to $125,000 based on estimates and information provided to management. The Company believes its exposure is limited to $100,000, which was accrued in 2019. The Company paid $41,822 during 2020, $35,680 during 2021, and $3,783 during 2022 towards the estimated liability, a remainder of $18,715 and $22,498 is included in accounts payable and accrued expenses as of June 30, 2023 and December 31. 2022, respectively. Actual results from this matter could differ from this estimate.

 

Legal

 

In the normal course of business, the Company may become involved in various legal proceedings. The Company knows of no pending or threatened legal proceeding to which the Company is or will be a party that, if successful, might result in material adverse change in the Company’s business, properties or financial condition.

 

NOTE 9–SUBSEQUENT EVENTS

 

The Company has performed an evaluation of events occurring subsequent to June 30, 2023 through October 6, 2023. Based on its evaluation, there is nothing to be disclosed herein.

 

13
 

 

Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations

 

The following is management’s discussion and analysis of financial condition and results of operations and is provided as a supplement to the accompanying unaudited condensed financial statements and notes to help provide an understanding of our financial condition, results of operations and cash flows during the periods included in the accompanying unaudited condensed financial statements.

 

In this Quarterly Report on Form 10-Q, “Company,” “the Company,” “us,” and “our” refer to Quarta-Rad, Inc., a Delaware corporation, unless the context requires otherwise.

 

We intend the following discussion to assist in the understanding of our financial position and our results of operations for the three and six months ended June 30, 2023 and 2022. You should refer to the Financial Statements and related Notes in conjunction with this discussion.

 

Results of Operations

 

General

 

We were incorporated under the laws of the State of Delaware on November 29, 2011 with fiscal year end in December 31. We were formed to distribute and sell detection devices to homeowners and interested consumers in North America. Initially, our business plan was to sell products on consignment from Star Systems Japan, a corporation owned by our majority shareholder. We purchased these products from Quarta-Rad, Ltd., a company owned by our minority shareholder. We also targeted direct-to-consumer sales since we believe we can distribute these products through the Internet. We have never been party to any bankruptcy, receivership or similar proceeding, nor have we undergone any material reclassification, merger, consolidation, purchase or sale of a significant amount of assets not in the ordinary course of business.

 

During April 2020, we acquired Quarta-Rad USA, Inc., a Delaware corporation, as a wholly owned subsidiary. There was no consideration paid for the shares. The purpose of the acquisition is to separate the sales of certain products in separate entities. There was no activity, assets or liabilities in the subsidiary through June 30, 2023.

 

During December 2020, we acquired Sellavir, Inc. Sellavir is an AI company whose platform empowers organizations to decode videos to develop creative marketing strategies and analysis through advanced and proprietary technologies.

 

As of the date of this Form 10-Q, we continue to expand our operations and expect to increase our revenues with additional working capital. Our chief executive officer and director, Victor Shvetsky, and our director and president, Alexey Golovanov, are our only employees. Mr. Shvetsky and Mr. Golovanov will devote at least ten hours per week to us but may increase the number of hours as necessary. Beginning in 2013, we began purchasing the products from Quarta-Rad, Ltd., our related party supplier and it shipped the products to us. We then shipped the products to a third-party online retailer, to hold for Internet sales and sales to our third-party resellers.

 

Our administrative office is located at 1201 N. Orange St., Suite 700, Wilmington, DE 19801, which is a virtual office.

 

We continue to focus our business operations on the development of our distribution agreements and reseller network as well as continue to advertise on the Internet. We plan to continue to utilize our website to promote the products to home renovation contractors and other purchasers of detection devices. We are promoting the detection products by advertising our website and marketing to independent distributors and others interested in detection devices. We purchase the products from QRR, which is owned by our minority shareholder and is the original manufacturer for RADEX product line. Under an oral agreement with QRR, we have the exclusive distribution rights for sale of QRR products in Europe, the US, and Asia (excluding China) for a period of 10 years. We sell the products we purchase from QRR directly to third party buyers and to resellers. The purchase terms require us to prepay for the products we purchase at a price that is set forth in each purchase order. In October 2018, our United Kingdom retail platform was suspended due to certain UK restrictions. We are in the process of becoming compliant in order to lift these restrictions and exploring and testing new partners for EU distribution. We initially reserved $100,000 on our balance sheet as accrued expenses in connection with this matter. The Company paid $41,822 during 2020 towards the estimated liability, $35,679 in April 2021, and $3,783 in April 2022. A remainder of $18,715 is included in accounts payable and accrued expenses as of June 30, 2023.

 

Sellavir Consulting:

 

We expanded our operations through the acquisition of Sellavir Inc. in December 2020. Sellavir is an AI company that leverages its knowledge in neural networks to provide customized AI and development services to our clients. Our services are focused on offering customized solutions for image processing. Our current business model relies on identifying the specific customer needs and developing a software solution to address them. We currently do not have any clients in the US, and our sole revenue stream is from our Japanese reseller. We rely on their sales staff for the identification of new opportunities in the Japanese market. Quarta-Rad has acquired the company to:

 

- leverage Sellavir capabilities to combine it with its Radex series to offer AI-enhanced radiation detection capabilities

- expand its scope outside the radiation measurement

 

Critical Accounting Policy and Estimates. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our condensed financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these condensed financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our condensed financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. In addition, these accounting policies are described at relevant sections in this discussion and analysis and in the notes to the condensed financial statements included in this Quarterly Report on Form 10-Q.

 

14
 

 

The following discussion of our financial condition and results of operations should be read in conjunction with our unaudited financial statements for the six months ended June 30, 2023, and 2022, together with notes thereto, which are included in this Quarterly Report on Form 10-Q.

 

The Company has two operating segments through the operations of Quarta-Rad and Sellavir. Net income for the six months ended June 30, 2023, is comprised of:

 

   Quarta Rad   Sellavir   Total 
Sales  $199,061   $102,000   $301,061 
Cost of Good Sold   131,821    40,966    172,787 
Gross Profit   67,240    61,034    128,274 
                
Expenses:               
General & administrative   25,920    484    26,404 
Advertising   33,577    -    33,577 
Professional and consulting fees   70,901    4,000    74,901 
Operating expenses   130,398    4,484    134,882 
                
Net income (loss) from operations   (63,158)   56,550    (6,608)
                
Interest and dividends   -    301    301 
Interest - related party   -    13,779    13,779 
Unrealized gain/(loss) on investments   -    21,780    21,780 
Realized gain/(loss) on investments   -    (3,529)   (3,529)
Interest expense        -    - 
Income tax (expense)/benefit   13,263    (18,665)   (5,402)
                
Net income/(loss)  $(49,895)  $70,216   $20,321 

 

The Company has two operating segments through the operations of Quarta-Rad and Sellavir. Net income for the three months ended June 30, 2023, is comprised of:

 

   Quarta Rad   Sellavir   Total 
Sales  $62,082   $40,000   $102,082 
Cost of Good Sold   31,256    18,235    49,491 
Gross Profit   30,826    21,765    52,591 
                
Expenses:               
General & administrative   13,750    236    13,986 
Advertising   16,484    -    16,484 
Professional and consulting fees   38,501    3,000    41,501 
Operating expenses   68,735    3,236    71,971 
                
Net income (loss) from operations   (37,909)   18,529    (19,380)
                
Interest and dividends   -    7    7 
Other income - interest - related party   -    13,779    13,779 
Unrealized gain/(loss) on investments   -    (32,691)   (32,691)
Realized gain/(loss) on investments   -    21,511    21,511 
Interest expense   -    -    - 
Income tax (expense)/benefut   7,961    (4,439)   3,522 
                
Net income/(loss)  $(29,948)  $16,696   $(13,252)

 

15
 

 

Consolidated Totals:

 

Six months ended June 30, 2023, compared with the six months ended June 30, 2022

 

Revenues. Our net revenues decreased $325,495, or 51.95% to $301,061 for the six months ended June 30, 2023, compared with $626,556 for the six months ended June 30, 2022. The reduction was primarily attributable to the sales of our RD1503 model.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $237,431 or 57.88% to $172,787 for the six months ended June 30, 2023, compared to $410,218 for the comparable period in 2022. The decrease was a result of Quarta Rad direct costs due to reduced revenue.

 

Operating Expenses. For the six months ended June 30, 2023, our total operating expenses increased $8,759 or 6.94% to $134,882 compared to $126,123 for the six months ended June 30, 2022. The increase is primarily attributable to the Company’s increase in recognition of advertising expenses.

 

Net Income. Our net income increased $60,138 to $20,321 for the six months ended June 30, 2023 compared to a net loss of ($39.817) for the six months ended June 30, 2022. The increase was primarily due to a decrease in unrecognized gain on investments.

 

QUARTA-RAD

 

Six months ended June 30, 2023, compared with the six months ended June 30, 2022

 

Revenues. Our net revenues decreased $333,495, or 62.62% to $199,061 for the six months ended June 30, 2023 compared with $532,556 for the six months ended June 30, 2022. The decrease was due to a decrease in the demand of our RD1503 model.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $233,739 or 63,94% to $131,821 for the six months ended June 30, 2023, compared to $365,560 for the comparable period in 2022. The decrease was a result of decreased sales.

 

Operating Expenses. For the six months ended June 30, 2023, our total operating expenses increased $7,330 or 5.96% to $130,393 compared to $123,063 for the six months ended June 30, 2022. The increase is primarily attributable to the Company’s increase in advertising expenses.

 

Net Income. Our net loss increased $84,598 to a net loss of ($49,891) for the six months ended June 30, 2023, compared to net income of $34,707 for the six months ended June 30, 2022. The increase was primarily related to a decrease in sales.

 

SELLAVIR

 

Six months ended June 30, 2023, compared with the six months ended June 30, 2022

 

Revenues. Our net recognized revenue increased $8,000 or 8.51% to $102,000 for the six months ended June 30, 2023 compared with $94,000 for the six months ended June 30, 2022. The increase was due to the timing of recognized revenue.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $3,692 to $40,966 for the six months ended June 30, 2023, compared to $44,658 for the comparable period in 2022. The decrease was primarily due to decreased contractor costs.

 

Operating Expenses. For the six months ended June 30, 2023, our total operating expenses increased $1,429 or 46.70% to. $4,489 compared to $3,060 for the six months ended June 30, 2022. The increase was primarily attributable to an increase in professional fees.

 

Net Income. Our net income increased $144,736 to $70,212 for the six months ended June 30, 2023, compared to a net loss of ($74,524) for the six months ended June 30, 2022. The increase was primarily due to an increase in unrealized gain on investments.

 

Consolidated Totals:

 

Three months ended June 30, 2023, compared with the three months ended June 30, 2022

 

Revenues. Our net revenues decreased $142,095, or 71.01% to $102,082 for the three months ended June 30, 2023, compared with $244,177 for the three months ended June 30, 2022. The reduction was primarily attributable to the sales of our RD1503 model.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $140,805 or 86,06% to $49,491 for the three months ended June 30, 2023 compared to $190,296 for the comparable period in 2022. The decrease was a result of Quarta Rad direct costs due to reduced revenue.

 

Operating Expenses. For the three months ended June 30, 2023, our total operating expenses increased $2,330 or 3.35% to $71,971 compared to $69,641 for the three months ended June 30, 2022. The increase is primarily attributable to the Company’s increase in recognition of advertising expenses.

 

Net Income. Our net loss decreased $51,981 or 79,69% to $20,321 for the three months ended June 30, 2023 compared to $65,223 for the three months ended June 30, 2022. The increase was primarily due to a decrease in unrecognized gain on investments.

 

16
 

 

QUARTA-RAD

 

Three months ended June 30, 2023, compared with the three months ended June 30, 2022

 

Revenues. Our net revenues decreased $152,095, or 71.01% to $62,802 for the three months ended June 30, 2023 compared with $214,177 for the three months ended June 30, 2022. The decrease was due to a decrease in the demand of our RD1503 model.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $132,349 or 80,90% to $31,256 for the three months ended June 30, 2023, compared to $163,605 for the comparable period in 2022. The decrease was a result of decreased sales.

 

Operating Expenses. For the three months ended June 30, 2023, our total operating expenses increased $1,167 or 1.73% to $68,735 compared to $67,568 for the three months ended June 30, 2022. The increase is primarily attributable to the Company’s increase in advertising expenses.

 

Net Income. Our net loss increased $16,521 or 123.04% to a net loss of ($29,948) for the three months ended June 30, 2023, compared to a net loss of ($13,427) for the three months ended June 30, 2022. The increase was primarily related to a decrease in sales.

 

SELLAVIR

 

Three months ended June 30, 2023, compared with the three months ended June 30, 2022

 

Revenues. Our net recognized revenue increased $10,000 or 33.33% to $40,000 for the three months ended June 30, 2023 compared with $30,000 for the three months ended June 30, 2022. The increase was due to the timing of recognized revenue.

 

Cost of Goods Sold. Our Cost of Goods Sold decreased $8,456 or 31.68%to $18,235 for the three months ended June 30, 2023, compared to $26,691 for the comparable period in 2022. The increase was primarily due to increased contractor costs.

 

Operating Expenses. For the three months ended June 30, 2023, our total operating expenses increased $1,163 or 56.10% to. $3,236 compared to $2,073 for the three months ended June 30, 2022. The increase was primarily attributable to an increase in professional fees.

 

Net Income. Our net income increased $68,502 to $16,696 for the three months ended June 30, 2023, compared to a net loss of ($51,806) for the three months ended June 30, 2022. The increase was primarily due to an increase in unrealized gain on investments.

 

Liquidity and Capital Resources. During the three months ended June 30, 2023, we used cash for operating expenses from cash on hand and the sale of products on the Internet and from independent, third-party resellers and from consulting revenue from Sellavir.

 

Our total assets were $751,637 and $ $753,752 as of June 30, 2023, and December 31, 2022, respectively, consisting of $137,772 and $293,878, respectively, in cash. Our working capital deficit was ($75,201) as of June 30, 2023 and our working capital was $ 310,835 as of December 31, 2022.

 

We had $115,722 and $96,005 in cash provided by operating activities for the six months ended June 30, 2023 and 2022, respectively.

 

We had $271,828 and $159,598 cash used by investing activities for the six months ended June 30, 2023 and 2022, respectively. During March and May 2023 Sellavir entered into loan agreements with a related Thai Corporation. The investment includes a premium of $16,038 plus interest rate of 15% per annum. The loan is secured by land located in Thailand.

 

We had no cash provided by financing activities for the six months ended June 30, 2023 and 2022, respectively.

 

17
 

 

The Company had no formal long-term lines of credit or other bank financing arrangements as of June 30, 2023.

 

The Company has no current plans for the purchase or sale of any plant or equipment.

 

The Company has no current plans to make any changes in the number of employees.

 

Impact of Inflation

 

The Company believes that inflation has had a negligible effect on operations over the past quarter.

 

Capital Expenditures

 

The Company expended no amounts on capital expenditures for the six months ended June 30, 2023.

 

Plan of Operation

 

Our business strategy is to continue to market our website (www.quartarad.com). We have used our website to market products for sale to consumers as well to third party distributors. We will continue to strengthen our presence on e-commerce sites. We are also focusing on expanding our reseller network by targeting large consumer retail chains.

 

The number of detection devices, which we will be able to sell will depend upon the success of our marketing efforts through our website and the distributors that we will enter into agreement with to sell the products.

 

During December 2020, Quarta-Rad acquired Sellavir, Inc, a Delaware corporation, under common control, as a wholly owned subsidiary. We acquired the company in exchange for 333,333 shares of our common stock. The value of the stock on the date of issue was approximately $170,000. Sellavir is a video analytics company whose platform empowers organizations to decode videos to develop creative marketing strategies and analysis through advanced and proprietary technologies. Quarta-Rad has acquired the company to leverage Sellavir capabilities to combine it with its Radex series to offer AI-enhanced radiation detection capabilities and expand its scope outside of radiation measurement.

 

We intend to implement the following tasks within the next twelve months:

 

Inventory: We intend to purchase inventory to increase our sales. We believe that these funds will be initially sufficient for us to increase our inventory from Quarta-Rad, Ltd. The amount needed for inventory purchases is directly related to the demand for sales of our product.

 

Marketing: (Estimated cost $25,000-$75,000). In addition to the website modification costs, we intend to increase our marketing efforts on the Internet to generate leads and sales. We will also utilize funds to develop marketing brochures and materials to market the products to industry professionals such as home renovation contractors.

 

Secure Distribution Agreements: (Estimated cost $10,000). We plan to seek and secure distribution agreements for the sale of our detection devices.

 

Our management does not anticipate the need to hire additional full or part- time employees over the next three (3) months, as the services provided by our officers and directors and our independent contractor appear sufficient at this time. We believe that our operations are currently on a small scale that is manageable by these two individuals as well

 

as our independent contractor. Our management’s responsibilities are mainly administrative at this stage. While we believe that the addition of employees is not required over the next three (3) months, the professionals we plan to utilize will be considered independent contractors. We do not intend to enter into any employment agreements with any of these professionals. Thus, these persons are not intended to be employees of our company.

 

We currently do not own any equipment that we would seek to sell in the near future; we do not have any off-balance sheet arrangements; and we have not paid for expenses on behalf of our directors.

 

18
 

 

Off-Balance Sheet Arrangements

 

None.

 

Forward Looking Statements

 

This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2 of Part I of this report include forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 (collectively, the “Reform Act”). The Reform Act provides a safe harbor for forward-looking statements to encourage companies to provide prospective information about themselves so long as they identify these statements as forward-looking and provide meaningful cautionary statements identifying important factors that could cause actual results to differ from the projected results. All statements, other than statements of historical fact that we make in this Quarterly Report on Form 10-Q, are forward-looking. The words “anticipates,” “believes,” “expects,” “intends,” “will continue,” “estimates,” “plans,” “projects,” the negative of these terms and similar expressions are intended to identify forward-looking statements. However, the absence of these words does not mean the statement is not forward-looking.

 

Forward-looking statements involve risks, uncertainties or other factors which may cause actual results to differ materially from the future results, performance or achievements expressed or implied by the forward-looking statements. These statements are based on our management’s beliefs and assumptions, which in turn are based on currently available information. Certain risks, uncertainties or other important factors are detailed in this Quarterly Report on Form 10-Q and may be detailed from time to time in other reports we file with the Securities and Exchange Commission, including on Forms 8-K and 10-K.

 

We operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for us to predict all those risks, nor can we assess the impact of all those risks on our business or the extent to which any factor may cause actual results to differ materially from those contained in any forward-looking statement. We believe these forward-looking statements are reasonable. However, you should not place undue reliance on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and unless required by law, we expressly disclaim any obligation or undertaking to update publicly any of them considering new information or future events.

 

Critical Accounting Policies

 

Our condensed financial statements and accompanying notes have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires management to make estimates, judgments and assumptions that affect reported amounts of assets, liabilities, revenues and expenses. We continually evaluate the accounting policies and estimates used to prepare the condensed financial statements. The estimates are based on historical experience and assumptions believed to be reasonable under current facts and circumstances. Actual amounts and results could differ from these estimates made by management. Certain accounting policies that require significant management estimates and are deemed critical to our results of operations or financial position are discussed in our Annual Report on Form 10-K for the year ended December 31, 2022, and Note 1 to the Condensed and Consolidated Financial Statements in this Form 10-Q.

 

19
 

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this item.

 

Item 4. Controls and Procedures

 

Disclosure of controls and procedures.

 

The Company is responsible for establishing and maintaining adequate internal control over financial reporting in accordance with the Rule 13a-15 of the Securities Exchange Act of 1934. The Company’s officer, its president, conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of June 30, 2023 based on the criteria establish in Internal Control Integrated Framework issued by the 2013 Committee of Sponsoring Organizations of the Treadway Commission. Based on the foregoing evaluation, we have concluded that our disclosure controls and procedures were not effective as of June 30, 2023 and that they do not allow for information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission (“SEC”) rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to the Company’s management, including its Chief Executive and Principal Accounting & Financial Officers as appropriate to allow timely decisions regarding required disclosure.

 

The material weaknesses relate to the following:

 

  We do not have adequate segregation of duties in the handling of our financial reporting. This is caused by a very limited number of personnel.
     
  Our accounting staff does not have sufficient technical accounting knowledge relating to accounting for income taxes and complex US GAAP matters.
     
  The Company has not performed a risk assessment and mapped our process to control objectives.
     
  The Company has not implemented comprehensive entity-level internal controls.
     
  The Company has not implemented adequate system and manual controls.

 

Plan for Remediation of Material Weaknesses

 

We intend to take appropriate and reasonable steps to make the necessary improvements to remediate this deficiency as resources to do so become available. We intend to consider the results of our remediation efforts and related testing as part of our year-end 2022 assessment of the effectiveness of our internal control over financial reporting.

 

Such remediation would entail enhancing the training and oversight of the accounting personnel responsible for non-routine transactions involving complex accounting matters and engaging the services of an independent consultant with sufficient expertise in income tax and complex U.S. GAAP matters to assist us in the preparation of our financial statements.

 

Management believes that the aforementioned material weaknesses did not impact our financial reporting or result in a material misstatement of our condensed financial statements.

 

Changes in internal controls over financial reporting.

 

There were no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

20
 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

None.

 

Item 1A. Risk Factors

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this item.

 

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

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

None.

 

Item 5. Other Information

 

None.

 

Item 6. Exhibits

 

  (a) The following exhibits are filed with this quarterly report on Form 10-Q or are incorporated herein by reference:

 

Exhibit    
Number   Description
     
31.1   Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934*.
     
31.2   Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934*.
     
32.1   Certification of the Chief Executive Officer pursuant to 18 U.S.C Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*.
     
32.2   Certification of the Chief Financial Officer pursuant to 18 U.S.C Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*.
     
101.INS*   Inline XBRL Instance Document
101.SCH*   Inline XBRL Taxonomy Extension Schema
101.CAL*   Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*   Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB*   Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*   Inline XBRL Taxonomy Presentation Linkbase
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Filed herewith.

 

21
 

 

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.

 

  QUARTA-RAD, INC.
   
October 6, 2023 /s/ Victor Shvetsky
  Victor Shvetsky
  Chairman and Chief Executive Officer (Principal Executive
  Officer) and Chief Financial Officer (Principal Accounting and Financial Officer)

 

22

 

 

Exhibit 31.1

 

CERTIFICATION PURSUANT TO SECTION 302 (a) OF THE SARBANES-OXLEY ACT OF 2002

 

I, Victory Shvetsky, Chairman and Chief Executive Officer, certify that:

 

1. I have reviewed this Quarterly Report on Form 10-Q of Quarta-Rad, Inc. (the “registrant”);

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

 

3. Based on my knowledge, the financial statements and other financial information included in this quarterly report fairly presents in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

 

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, is made known to us by others within the entity, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal controls over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

 

Dated: October 6, 2023 /s/ Victor Shvetsky
  Victor Shvetsky
  Chief Executive Officer
  (Principal Executive Officer)

 

 

 

 

Exhibit 31.2

 

CERTIFICATION PURSUANT TO SECTION 302 (a) OF THE SARBANES-OXLEY ACT OF 2002

 

I, Victory Shvetsky, Chief Financial Officer of Quarta-Rad, Inc., certify that:

 

1. I have reviewed this Quarterly Report on Form 10-Q of Quarta-Rad, Inc. (the “registrant”);

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

 

3. Based on my knowledge, the financial statements and other financial information included in this quarterly report fairly presents in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

 

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, is made known to us by others within the entity, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal controls over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

 

Dated: October 6, 2023 /s/ Victor Shvetsky
  Victor Shvetsky
  Chief Financial Officer
  (Principal Financial Officer)

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report on Form 10-Q of Quarta-Rad, Inc. (the “Company”) for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), I, Victory Shvetsky, the Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as enacted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated: October 6, 2023 /s/ Victor Shvetsky
  Victor Shvetsky
  Chief Executive Officer
  (Principal Executive Officer)

 

 

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ENACTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report on Form 10-Q of Quarta-Rad, Inc. (the “Company”) for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), I, Victory Shvetsky, the Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as enacted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated: October 6, 2023 /s/ Victor Shvetsky
  Victor Shvetsky
  Chief Financial Officer
  (Principal Financial Officer)

 

 
v3.23.3
Cover - shares
6 Months Ended
Jun. 30, 2023
Oct. 06, 2023
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2023  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2023  
Current Fiscal Year End Date --12-31  
Entity File Number 000-55964  
Entity Registrant Name Quarta-Rad, Inc.  
Entity Central Index Key 0001549631  
Entity Tax Identification Number 45-4232089  
Entity Incorporation, State or Country Code DE  
Entity Address, Address Line One 1201 N. Orange St.  
Entity Address, Address Line Two Suite 700  
Entity Address, City or Town Wilmington  
Entity Address, State or Province DE  
Entity Address, Postal Zip Code 19801  
City Area Code (302)  
Local Phone Number 575-0877  
Title of 12(b) Security Common Stock, par value $0.0001 per share  
Trading Symbol QURT  
Entity Current Reporting Status Yes  
Entity Interactive Data Current No  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   15,674,483
v3.23.3
Condensed and Consolidated Balance Sheets (Unaudited) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current Assets    
Cash $ 137,772 $ 293,878
Marketable securities, trading 48,159 173,882
Receivable - related party 5,000
Notes receivable - related party - current portion 16,620
Inventory 82,000 186,068
Total Current Assets 307,014 715,486
Fixed Assets, Net 1,970 2,370
Other Assets    
Notes receivable - related party, net of current portion 399,182
Interest receivable - related party 12,977
Deferred tax asset 30,494 35,896
Total Other Assets 442,653 35,896
TOTAL ASSETS 751,637 753,752
Current Liabilities    
Accounts payable and accrued expenses 111,407 83,299
Deferred revenue - related party 85,000 187,000
Payable - related parties 185,808 134,352
Total Liabilities 382,215 404,651
Commitments and Contingencies
Stockholders’ Equity    
Common Stock: authorized 50,000,000 common shares, $0.0001 par value 15,674,483 and 15,674,483 were issued and outstanding on June 30, 2023 and December 31, 2022, respectively 1,568 1,568
Additional paid-in capital 346,726 346,726
Retained earnings 21,128 807
Total Stockholders’ Equity 369,422 349,101
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 751,637 753,752
Nonrelated Party [Member]    
Current Assets    
Accounts receivable 17,463 61,658
Related Party [Member]    
Current Assets    
Accounts receivable $ 104,000
v3.23.3
Condensed and Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Common stock, shares authorized 50,000,000 50,000,000
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares issued 15,674,483 15,674,483
Common stock, shares outstanding 15,674,483 15,674,483
v3.23.3
Condensed and Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Total sales, net $ 102,082 $ 244,177 $ 301,061 $ 626,556
Gross profit 52,591 53,881 128,274 216,338
Expenses:        
General and administrative 13,986 13,128 26,404 27,184
Advertising 16,484 8,453 33,577 19,653
Professional and consulting fees 41,501 48,060 74,901 79,286
Operating expenses 71,971 69,641 134,882 126,123
Net income/(loss) from operations (19,380) (15,760) (6,608) 90,215
Other income - interest and dividends 7 2 301 5
Other income - interest - related party 13,779 13,779
Other income - unrealized gain/(loss) on investments (32,691) (78,003) 21,780 (126,970)
Other income - realized gain/(loss) on investments 21,511 11,188 (3,529) (13,651)
Net income/(loss) before provision for income taxes (16,774) (82,573) 25,723 (50,401)
Income tax (expense)/benefit (3,522) (17,340) 5,402 (10,584)
Net income/(loss) $ (13,252) $ (65,233) $ 20,321 $ (39,817)
Income per share - diluted
Income per share - basic
Weighted average shares - basic 15,674,483 15,674,483 15,674,483 15,674,483
Weighted average shares - diluted 15,674,483 15,674,483 15,674,483 15,674,483
Quarta-Rad, Inc. [Member]        
Total sales, net $ 62,082 $ 214,177 $ 199,061 $ 532,556
Cost of goods sold 31,256 163,605 131,821 365,560
Sellavir, Inc. [Member]        
Total sales, net 40,000 30,000 102,000 94,000
Cost of goods sold $ 18,235 $ 26,691 $ 40,966 $ 44,658
v3.23.3
Condensed and Consolidated Statements in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance at Dec. 31, 2021 $ 1,568 $ 346,726 $ (13,771) $ 334,523
Balance, shares at Dec. 31, 2021 15,674,483      
Net income loss (39,817) (39,817)
Balance at Jun. 30, 2022 $ 1,568 346,726 (53,588) 294,706
Balance, shares at Jun. 30, 2022 15,674,483      
Balance at Mar. 31, 2022 $ 1,568 346,726 11,645 359,939
Balance, shares at Mar. 31, 2022 15,674,483      
Net income loss (65,233) (65,233)
Balance at Jun. 30, 2022 $ 1,568 346,726 (53,588) 294,706
Balance, shares at Jun. 30, 2022 15,674,483      
Balance at Dec. 31, 2022 $ 1,568 346,726 807 349,101
Balance, shares at Dec. 31, 2022 15,674,483      
Net income loss 20,321 20,321
Balance at Jun. 30, 2023 $ 1,568 346,726 21,128 369,422
Balance, shares at Jun. 30, 2023 15,674,483      
Balance at Mar. 31, 2023 $ 1,568 346,726 34,380 382,674
Balance, shares at Mar. 31, 2023 15,674,483      
Net income loss (13,252) (13,252)
Balance at Jun. 30, 2023 $ 1,568 $ 346,726 $ 21,128 $ 369,422
Balance, shares at Jun. 30, 2023 15,674,483      
v3.23.3
Condensed and Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
OPERATING ACTIVITIES:        
Net income/(loss) $ (13,252) $ (65,233) $ 20,321 $ (39,817)
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation 200 200 400 400
Net realized loss on investments (21,511) (11,188) 3,529 13,651
Net unrealized (gain)/loss on investments 32,691 78,003 (21,780) 126,970
Income tax expense/(benefit) (3,522) (17,340) 5,402 (10,584)
Changes in operating assets and liabilities:        
Accounts receivable     44,195 50,816
Inventory     104,068 (110,265)
Miscellaneous receivable - related party     (5,000)
Accrued interest receivable - related party     (13,779)
Accounts payable and accrued expenses     28,108 10,695
Deferred revenue - related party     (102,000)
Related party payable     51,456 54,139
Net cashed provided by operating activities     114,920 96,005
INVESTING ACTIVITIES:        
Sale of marketable securities, trading     201,894 103,051
Issuance of notes payable - related party     (415,000)
Purchase of marketable securities, trading     (57,920) (262,649)
Net cash used in Investing Activities     (271,026) (159,598)
Net change in cash     (156,106) (63,593)
Cash, beginning of period     293,878 260,200
Cash, end of period $ 137,772 $ 196,607 137,772 196,607
Supplemental cash flow information:        
Cash paid for interest    
Cash paid for income taxes    
v3.23.3
BASIS OF PRESENTATION
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
BASIS OF PRESENTATION

NOTE 1 - BASIS OF PRESENTATION

 

The condensed and consolidated balance sheet of Quarta-Rad, Inc. and Subsidiaries (the “Company”) as of June 30, 2023, and the statements of operations and stockholders’ equity/deficit for the three and six months ended June 30, 2023 and 2022, and the cash flows for six months ended June 30, 2023 and 2022 have not been audited. However, in the opinion of management, such information includes all adjustments (consisting of normal recurring adjustments), which are necessary to accurately reflect the financial position of the Company as of June 30, 2023, the results of operations and cash flows for the periods ended June 30, 2023, and 2022.

 

The condensed and consolidated balance sheet as of December 31. 2022 has been derived from audited financial statements. Certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted, although management believes that the disclosures are adequate to make the information presented not misleading. Interim period results are not necessarily indicative of the results to be achieved for an entire year. These condensed and consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31. 2022.

 

v3.23.3
NATURE OF BUSINESS
6 Months Ended
Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
NATURE OF BUSINESS

NOTE 2 - NATURE OF BUSINESS

 

The Company distributes detection devices, including but not limited to Geiger counters, to homeowners and interested customers in North America and Europe. The Company targets homebuilders and home renovation contractors. As noted in RISKS AND UNCERTAINTIES, the Company has encountered certain restrictions in securing inventory and is attempting to find a new supplier.

 

Sellavir is a video analytics company whose platform empowers organizations to decode videos to develop creative marketing strategies and analysis through advanced and proprietary technologies using artificial intelligence (“AI”).

 

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation

 

The consolidated financial statements include the accounts Quarta-Rad, Inc. and its wholly-owned subsidiaries Quarta-Rad USA, Inc. and Sellavir, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates and Assumptions

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and judgments that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods.

 

Significant estimates made by management include, among others, provisions for the valuation of accounts receivable, accrual of European VAT reserve, the recoverability of deferred tax assets, and the recoverability of inventory. The Company bases its estimates on historical experience, knowledge of current conditions and belief of what could occur in the future considering available information. The Company reviews its estimates on an on-going basis. The actual results experienced by the Company may differ materially and adversely from its estimates. To the extent there are material differences between the estimates and actual results, future results of operations will be affected.

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Advertising

 

The Company expenses advertising costs, consisting primarily of placement in multiple publications, along with design and printing costs of sales materials, when incurred. Advertising expenses for the three and six months ended June 30, 2023, and 2022, amounted to $16,484, $33,577, $8,453, and $19,653, respectively.

 

Concentration of Credit Risk

 

Credit is extended to online platforms and suppliers based on an evaluation of their financial condition, and collateral is generally not required. The Company performs ongoing credit evaluations of its customers and provides an allowance for doubtful accounts as appropriate.

 

Two selling platforms/distributors accounted for 98% of accounts receivable at June 30, 2023 and two selling platforms/distributors accounted for 96% of accounts receivable at December 31. 2022.

 

Quarta Rad purchased 100% of its inventory through two related parties for the three and six months ended June 30, 2023, and 2022.

 

Earnings per Share

 

The Company’s basic earnings per share are calculated by dividing its net income available to common stockholders by the weighted average number of common shares outstanding for the period. The Company’s dilutive earnings per share is calculated by dividing its net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There were no potentially dilutive instruments outstanding at during the periods ended June 30, 2023, and 2022.

 

Fair Value of Financial Instruments

 

The Company’s financial instruments as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments” include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments, except marketable securities are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2023 and December 31. 2022. Marketable securities are level one assets recorded at fair value.

 

FASB ASC 820 “Fair Value Measurements and Disclosures” defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

 

  Level 1. Observable inputs such as quoted prices in active markets;
     
  Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
     
  Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

 

The Company’s investment securities consist of common and options. Substantially all the Company’s investments are Level 1. The fair market value is based on quoted prices in active markets for identical assets. Financial assets are measured at fair value on a recurring basis. The following table provides information at June 30, 2023 about the Company’s financial assets measured at fair value on a recurring basis.

 

Values on June 30, 2023:

 

   Level 1   Level 2   Level 3   Total 
Assets at fair value:                    
Marketable Securities  $48,159   $-   $-   $48,159 
                     
Total assets at fair value, June 30, 2023  $48,159   $-   $-   $48,159 

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Values on December 31. 2022:

 

    Level 1     Level 2     Level 3     Total  
Assets at fair value:                                
Marketable Securities   $ 173,882     $ -     $ -     $ 173,882  
                                 
Total assets at fair value, December 31. 2022   $ 173,882     $ -     $ -     $ 173,882  

 

Revenue Recognition

 

The Company follows guidance from FASB Accounting Standards Codification ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The guidance sets forth a five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance.

 

Our principal activities from which we generate our revenue are product sales and consulting services.

 

Revenue is measured based on consideration specified in a contract with a customer. A contract with a customer exists when we enter into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms and conditions on the websites for e-commerce customers and via telephone with our third-party call center for our print media and direct mail customers, or the execution of terms and conditions contracts with retailers and wholesalers. These contracts define each party’s rights, payment terms and other contractual terms and conditions of the sale. Consideration is typically paid prior to shipment via credit card or check when our products are sold direct to consumers or approximately 30 days from the time control is transferred when sold to wholesalers, distributors and retailers. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer.

 

A performance obligation is a promise in a contract to transfer a distinct product to the customer, which for us is transfer of devices to our customers. Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. We have concluded the sale of goods and related shipping and handling are accounted for as the single performance obligation.

 

The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation. The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods to the customer. We issue refunds to e-commerce and print media customers, upon request, within 30 days of delivery. We estimate the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. For retailers, distributors and wholesalers, we do not offer a right of return or refund and revenue is recognized at the time products are shipped to customers. In all cases, judgment is required in estimating these reserves. Actual claims for returns could be materially different from the estimates. There was no reserve for sales returns and allowances, at June 30, 2023 and December 31. 2022, respectively.

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

We recognize revenue when we satisfy a performance obligation in a contract by transferring control over a product to a customer when product is shipped. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfilment cost and are included in cost of product sales.

 

We recognize consulting revenue over time as services are performed.

 

During the third quarter of 2022, Sellavir billed and received $220,000 from a related party for services to be performed during the fourth quarter of 2022 and throughout 2023. $85,000 is included as deferred revenue-related party at June 30, 2023 and $187,000 at December 31. 2022.

 

Recent Accounting Pronouncements

 

We have adopted all recently issued accounting pronouncements. The adoption of the new accounting pronouncements is not anticipated to have a material effect on our operations.

 

Risks and Uncertainties

 

RUSSIAN INVASION OF UKRAINE

 

In February 2022, Russia invaded the nation of Ukraine and certain sanctions and banking restrictions were levied upon Russia. As a result, the Company’s ability to purchase inventory from Russia has been impacted.

 

The Company is actively monitoring the situation and working closely with their suppliers and logistics companies to mitigate the impact. During October 2022 the Company has encountered additional restrictions in the EU and believes their ability to continue to sell in the EU will be diminished. The Company is continuing to search for an alternate source. The lack of a stable vendor is having a significant impact on the Company.

 

The Company is continuing to expand its Artificial Intelligence business through development of new services and software, and consulting on strategies and implementation, and are in the process of transforming our company from an import heavy revenue entity to AI services revenue becoming the majority of total sales. The Company is focusing its unique footprint in the Japanese market to continue to expand Sellavir products and services. Due to the constraints with the Quarta Rad related income, additional focus and resources will be utilized by Sellavir. Sellavir has received $220,000, as noted in Note 7, to further build out its AI infrastructure.

 

v3.23.3
NOTE RECEIVABLE – RELATED PARTY
6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
NOTE RECEIVABLE – RELATED PARTY

NOTE 4–NOTE RECEIVABLE – RELATED PARTY

 

During March 2023, Sellavir entered into a loan agreement with a related Thai Corporation for the purchase of land and to ultimately build a structure. The Company’s CEO and majority shareholder became the CEO and a minority shareholder in the Thai entity in May 2023. The Thai Corporation will repay Sellavir $9,000,000 Thai Bhat, valuaed at $261,038, at the time of the loan, which includes a premium of $16,038 plus interest a rate of 15% per annum. Payments are deferred until April 1, 2024, with quarterly principal payments due through April 1, 2028. Interest is payable at the end of the loan. The Company will amortize the premium over the life of the loan. Payments are payable in Thai Baht. The loan is secured by land located in Thailand.

 

The Company issued an additional loan to the Thai Corporation in May 2023 for $170,000, at the rate of 15% per annum. Payments are deferred until April 1, 2014, with quarterly principal payments due through April 2028. Interest is payable at the end of the loan. The loan is secured by land located in Thailand.

 

Accrued interest at June 30, 2023 for both loans is $12,977 included as a long-term asset, interest receivable – related part.

v3.23.3
PROPERTY AND EQUIPMENT
6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT

NOTE 5–PROPERTY AND EQUIPMENT

 

Property and Equipment at June 30, 2023 and December 31. 2022 consisted of:

 

 
 
 
 

June 30,

2023

 
 
 
 

December 31,

2022

 
 
Computer Equipment  $4,005   $4,005 
Accumulated Depreciation   (2,035)   (1,635)
Net Property & Equipment  $1,970   $2,370 

 

The Company recognized $200, $400, $200, and $400 in depreciation expense in each period for the three and six months ended June 30, 2023 and 2022, respectively.

 

v3.23.3
RELATED PARTY TRANSACTIONS
6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 6–RELATED PARTY TRANSACTIONS

 

The Company sells radiation monitors and to date has purchased all of it inventory from Quarta-Rad, LTD (“QRR”), a company in Russia, which is owned by the Company’s minority shareholder. Total inventory purchased was $-0- and $383,762 for the six months ended June 30, 2023, and 2022, respectively. Through May 2022, the Company purchased its inventory directly through QRR. In May 2022, the Company began using Star Systems Corporation (“STAR”), a Japanese entity owned by the Company’s majority shareholder, as an intermediary to purchase inventory from QRR. $-0- and $213,271 was purchased directly from QRR during the six months ended June 30, 2023, and 2022, respectively. $-0- and $170,491 was purchased through Star through the six months ended June 30, 2023 and 2022, $317,294 was purchased through Star during the year ended December 31, 2022. The Company also paid $22,473 to Star during 2022 for upgrades to inventoriable items. The Company owes Star $42,502 as of June 30, 2023 and December 31, 2022. The balances are due on demand and do not incur interest.

 

During July 2017, the Company entered into an agreement with the Russian Affiliate to develop and update software for a new device for $180,000. The development contract ended December 31, 2019. The amount due in connection with this agreement as of June 30, 2023, and December 31. 2022, is $91,850 and $91,850, respectively. The balances are due on demand and do not incur interest.

 

In April 2021, the Company began compensating its CEO, who is the majority shareholder. As of June 30, 2023, the Company has accrued $72,000 for this compensation. The Company expensed $8,000, $16,000, $8,000, and $8,000 for the three and six months ended June 30, 2023, and 2022, respectively. As of June 30, 2023, and December 31. 2022, is due $44,159 and $-0-, respectively, for expenses paid by the shareholder on behalf of the Company. The shareholder paid for $54,856 and $95,948 in expenses during the six months ended June 30, 2023, and 2022 respectively. The balances are due on demand and do not incur interest.

 

Sellavir recognized $40,000. $102,000, $30,000 and $94,000 of revenue for the three and six months ended June 30, 2023, and 2022, respectively from a related entity wholly owned by the majority shareholder of the Company.

 

v3.23.3
SEGMENTS
6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
SEGMENTS

NOTE 7–SEGMENTS

 

The Company has two operating segments through the operations of Quarta-Rad and Sellavir. The Company evaluates the performance of its segments based on revenues, operating income(loss) and net income(loss).

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Segment information for the three and six months ended September 2022 and 2022 is as follows:

 

For the six months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $199,061    102,000   $301,061 
Income/(loss) from operations   (63,158)   56,550    (6,608)
Net income/(loss)  $(49,891)   70,212   $20,321 

 

For the three months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $62,082    40,000   $102,082 
Loss from operations   (37,909)   18,529    (19,380)
Net income/(loss)  $(29,948)   16,696   $(13,252)

 

For the six months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $532,556   $94,000   $626,556 
Income from operations   43,933    46,282    90,215 
Net income/(loss)  $34,705   $(74,522)  $(39,817)

 

For the three months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $214,177   $30,000   $244,177 
Income/(loss) from operations   (16,998)   1,238    (15,760)
Net loss  $(13,427)  $(51,806)  $(65,233)

 

Total Assets  As of
June 30, 2023
   As of
December 31, 2022
 
Quarta-Rad  $261,357   $337,587 
Sellavir   490,280    416,165 
Total Assets  $751,637   $753,752 

 

v3.23.3
COMMITMENTS AND CONTINGENCIES
6 Months Ended
Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

NOTE 8– COMMITMENTS AND CONTINGENCIES

 

Contingencies

 

The Company is currently undergoing a multi-year VAT tax examination by certain European tax authorities. As of June 30, 2023, the outcome of these examinations is uncertain, and the Company is disputing any amounts due. The estimated liabilities on the VAT tax exposure could anywhere from $0 to $125,000 based on estimates and information provided to management. The Company believes its exposure is limited to $100,000, which was accrued in 2019. The Company paid $41,822 during 2020, $35,680 during 2021, and $3,783 during 2022 towards the estimated liability, a remainder of $18,715 and $22,498 is included in accounts payable and accrued expenses as of June 30, 2023 and December 31. 2022, respectively. Actual results from this matter could differ from this estimate.

 

Legal

 

In the normal course of business, the Company may become involved in various legal proceedings. The Company knows of no pending or threatened legal proceeding to which the Company is or will be a party that, if successful, might result in material adverse change in the Company’s business, properties or financial condition.

 

v3.23.3
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 9–SUBSEQUENT EVENTS

 

The Company has performed an evaluation of events occurring subsequent to June 30, 2023 through October 6, 2023. Based on its evaluation, there is nothing to be disclosed herein.

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

 

The consolidated financial statements include the accounts Quarta-Rad, Inc. and its wholly-owned subsidiaries Quarta-Rad USA, Inc. and Sellavir, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates and Assumptions

Use of Estimates and Assumptions

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and judgments that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods.

 

Significant estimates made by management include, among others, provisions for the valuation of accounts receivable, accrual of European VAT reserve, the recoverability of deferred tax assets, and the recoverability of inventory. The Company bases its estimates on historical experience, knowledge of current conditions and belief of what could occur in the future considering available information. The Company reviews its estimates on an on-going basis. The actual results experienced by the Company may differ materially and adversely from its estimates. To the extent there are material differences between the estimates and actual results, future results of operations will be affected.

Advertising

Advertising

 

The Company expenses advertising costs, consisting primarily of placement in multiple publications, along with design and printing costs of sales materials, when incurred. Advertising expenses for the three and six months ended June 30, 2023, and 2022, amounted to $16,484, $33,577, $8,453, and $19,653, respectively.

 

Concentration of Credit Risk

Concentration of Credit Risk

 

Credit is extended to online platforms and suppliers based on an evaluation of their financial condition, and collateral is generally not required. The Company performs ongoing credit evaluations of its customers and provides an allowance for doubtful accounts as appropriate.

 

Two selling platforms/distributors accounted for 98% of accounts receivable at June 30, 2023 and two selling platforms/distributors accounted for 96% of accounts receivable at December 31. 2022.

 

Quarta Rad purchased 100% of its inventory through two related parties for the three and six months ended June 30, 2023, and 2022.

 

Earnings per Share

Earnings per Share

 

The Company’s basic earnings per share are calculated by dividing its net income available to common stockholders by the weighted average number of common shares outstanding for the period. The Company’s dilutive earnings per share is calculated by dividing its net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There were no potentially dilutive instruments outstanding at during the periods ended June 30, 2023, and 2022.

 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

The Company’s financial instruments as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments” include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments, except marketable securities are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2023 and December 31. 2022. Marketable securities are level one assets recorded at fair value.

 

FASB ASC 820 “Fair Value Measurements and Disclosures” defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

 

  Level 1. Observable inputs such as quoted prices in active markets;
     
  Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
     
  Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

 

The Company’s investment securities consist of common and options. Substantially all the Company’s investments are Level 1. The fair market value is based on quoted prices in active markets for identical assets. Financial assets are measured at fair value on a recurring basis. The following table provides information at June 30, 2023 about the Company’s financial assets measured at fair value on a recurring basis.

 

Values on June 30, 2023:

 

   Level 1   Level 2   Level 3   Total 
Assets at fair value:                    
Marketable Securities  $48,159   $-   $-   $48,159 
                     
Total assets at fair value, June 30, 2023  $48,159   $-   $-   $48,159 

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Values on December 31. 2022:

 

    Level 1     Level 2     Level 3     Total  
Assets at fair value:                                
Marketable Securities   $ 173,882     $ -     $ -     $ 173,882  
                                 
Total assets at fair value, December 31. 2022   $ 173,882     $ -     $ -     $ 173,882  

 

Revenue Recognition

Revenue Recognition

 

The Company follows guidance from FASB Accounting Standards Codification ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The guidance sets forth a five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance.

 

Our principal activities from which we generate our revenue are product sales and consulting services.

 

Revenue is measured based on consideration specified in a contract with a customer. A contract with a customer exists when we enter into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms and conditions on the websites for e-commerce customers and via telephone with our third-party call center for our print media and direct mail customers, or the execution of terms and conditions contracts with retailers and wholesalers. These contracts define each party’s rights, payment terms and other contractual terms and conditions of the sale. Consideration is typically paid prior to shipment via credit card or check when our products are sold direct to consumers or approximately 30 days from the time control is transferred when sold to wholesalers, distributors and retailers. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer.

 

A performance obligation is a promise in a contract to transfer a distinct product to the customer, which for us is transfer of devices to our customers. Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. We have concluded the sale of goods and related shipping and handling are accounted for as the single performance obligation.

 

The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation. The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods to the customer. We issue refunds to e-commerce and print media customers, upon request, within 30 days of delivery. We estimate the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. For retailers, distributors and wholesalers, we do not offer a right of return or refund and revenue is recognized at the time products are shipped to customers. In all cases, judgment is required in estimating these reserves. Actual claims for returns could be materially different from the estimates. There was no reserve for sales returns and allowances, at June 30, 2023 and December 31. 2022, respectively.

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

We recognize revenue when we satisfy a performance obligation in a contract by transferring control over a product to a customer when product is shipped. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfilment cost and are included in cost of product sales.

 

We recognize consulting revenue over time as services are performed.

 

During the third quarter of 2022, Sellavir billed and received $220,000 from a related party for services to be performed during the fourth quarter of 2022 and throughout 2023. $85,000 is included as deferred revenue-related party at June 30, 2023 and $187,000 at December 31. 2022.

 

Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

We have adopted all recently issued accounting pronouncements. The adoption of the new accounting pronouncements is not anticipated to have a material effect on our operations.

 

Risks and Uncertainties

Risks and Uncertainties

 

RUSSIAN INVASION OF UKRAINE

 

In February 2022, Russia invaded the nation of Ukraine and certain sanctions and banking restrictions were levied upon Russia. As a result, the Company’s ability to purchase inventory from Russia has been impacted.

 

The Company is actively monitoring the situation and working closely with their suppliers and logistics companies to mitigate the impact. During October 2022 the Company has encountered additional restrictions in the EU and believes their ability to continue to sell in the EU will be diminished. The Company is continuing to search for an alternate source. The lack of a stable vendor is having a significant impact on the Company.

 

The Company is continuing to expand its Artificial Intelligence business through development of new services and software, and consulting on strategies and implementation, and are in the process of transforming our company from an import heavy revenue entity to AI services revenue becoming the majority of total sales. The Company is focusing its unique footprint in the Japanese market to continue to expand Sellavir products and services. Due to the constraints with the Quarta Rad related income, additional focus and resources will be utilized by Sellavir. Sellavir has received $220,000, as noted in Note 7, to further build out its AI infrastructure.

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS

 

   Level 1   Level 2   Level 3   Total 
Assets at fair value:                    
Marketable Securities  $48,159   $-   $-   $48,159 
                     
Total assets at fair value, June 30, 2023  $48,159   $-   $-   $48,159 

 

 

QUARTA-RAD, INC. AND SUBSIDIARIES

 

Notes to the (unaudited) Condensed and Consolidated Financial Statements

 

Values on December 31. 2022:

 

    Level 1     Level 2     Level 3     Total  
Assets at fair value:                                
Marketable Securities   $ 173,882     $ -     $ -     $ 173,882  
                                 
Total assets at fair value, December 31. 2022   $ 173,882     $ -     $ -     $ 173,882  
v3.23.3
PROPERTY AND EQUIPMENT (Tables)
6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PROPERTY AND EQUIPMENT

Property and Equipment at June 30, 2023 and December 31. 2022 consisted of:

 

 
 
 
 

June 30,

2023

 
 
 
 

December 31,

2022

 
 
Computer Equipment  $4,005   $4,005 
Accumulated Depreciation   (2,035)   (1,635)
Net Property & Equipment  $1,970   $2,370 
v3.23.3
SEGMENTS (Tables)
6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
SCHEDULE OF SEGMENT INFORMATION

Segment information for the three and six months ended September 2022 and 2022 is as follows:

 

For the six months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $199,061    102,000   $301,061 
Income/(loss) from operations   (63,158)   56,550    (6,608)
Net income/(loss)  $(49,891)   70,212   $20,321 

 

For the three months ended June 30, 2023
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $62,082    40,000   $102,082 
Loss from operations   (37,909)   18,529    (19,380)
Net income/(loss)  $(29,948)   16,696   $(13,252)

 

For the six months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $532,556   $94,000   $626,556 
Income from operations   43,933    46,282    90,215 
Net income/(loss)  $34,705   $(74,522)  $(39,817)

 

For the three months ended June 30, 2022
   Quarta-Rad   Sellavir   Consolidated 
Revenues  $214,177   $30,000   $244,177 
Income/(loss) from operations   (16,998)   1,238    (15,760)
Net loss  $(13,427)  $(51,806)  $(65,233)

 

Total Assets  As of
June 30, 2023
   As of
December 31, 2022
 
Quarta-Rad  $261,357   $337,587 
Sellavir   490,280    416,165 
Total Assets  $751,637   $753,752 
v3.23.3
SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Platform Operator, Crypto-Asset [Line Items]    
Marketable Securities $ 48,159 $ 173,882
Total assets at fair value 48,159 173,882
Fair Value, Inputs, Level 1 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Marketable Securities 48,159 173,882
Total assets at fair value 48,159 173,882
Fair Value, Inputs, Level 2 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Marketable Securities
Total assets at fair value
Fair Value, Inputs, Level 3 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Marketable Securities
Total assets at fair value
v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2023
Sep. 30, 2022
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Product Information [Line Items]            
Advertising expense $ 16,484   $ 8,453 $ 33,577 $ 19,653  
Potentially dilutive instruments outstanding       0 0  
Deferred Revenue, Current 85,000     $ 85,000   $ 187,000
Sellavir, Inc. [Member]            
Product Information [Line Items]            
Revenues 40,000   $ 30,000 102,000 $ 94,000  
Payment to build AI       220,000    
Sellavir, Inc. [Member] | Related Party [Member]            
Product Information [Line Items]            
Revenues   $ 220,000        
Deferred Revenue, Current $ 85,000     $ 85,000   $ 187,000
Accounts Receivable [Member] | Credit Concentration Risk [Member] | Two Sellers [Member]            
Product Information [Line Items]            
Concentration risk, percentage       98.00%   96.00%
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Two Related Parties [Member]            
Product Information [Line Items]            
Concentration risk, percentage 100.00%   100.00% 100.00% 100.00%  
v3.23.3
NOTE RECEIVABLE – RELATED PARTY (Details Narrative) - USD ($)
1 Months Ended
Mar. 31, 2023
Jun. 30, 2023
May 31, 2023
Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]        
Additional loan issued   $ 16,620  
Interest Receivable   12,977  
Sellavir [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Loans payable $ 9,000,000      
Thai Corporation [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Loans payable 261,038      
Premium $ 16,038      
Imputed Interest rate 15.00%      
Additional loan issued     $ 170,000  
Interest rate     15.00%  
Interest Receivable   $ 12,977    
v3.23.3
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Property, Plant and Equipment [Abstract]    
Computer Equipment $ 4,005 $ 4,005
Accumulated Depreciation (2,035) (1,635)
Net Property & Equipment $ 1,970 $ 2,370
v3.23.3
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Property, Plant and Equipment [Abstract]        
Depreciation $ 200 $ 200 $ 400 $ 400
v3.23.3
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Jul. 31, 2017
Related Party Transaction [Line Items]            
Inventory purchased     $ 0 $ 383,762    
Due to related party $ 185,808   185,808   $ 134,352  
Chief Executive Officer [Member]            
Related Party Transaction [Line Items]            
Payment for inventory upgrades     54,856 95,948    
Due to related party 44,159   44,159   0  
Accrued Employee Benefits 72,000   72,000      
Compensation expense 8,000 $ 8,000 16,000 8,000    
Quarta-Rad Ltd [Member]            
Related Party Transaction [Line Items]            
Inventory purchased     0 213,271    
Star Systems Corporation [Member]            
Related Party Transaction [Line Items]            
Inventory purchased     0 170,491 317,294  
Payment for inventory upgrades       22,473    
Due to related party 42,502   42,502   42,502  
Russian Affiliate [Member]            
Related Party Transaction [Line Items]            
Due to related party 91,850   91,850   $ 91,850  
Russian Affiliate [Member] | Software Development [Member]            
Related Party Transaction [Line Items]            
Software cost           $ 180,000
Sellavir, Inc. [Member]            
Related Party Transaction [Line Items]            
Revenue from related party $ 40,000 $ 30,000 $ 102,000 $ 94,000    
v3.23.3
SCHEDULE OF SEGMENT INFORMATION (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Segment Reporting Information [Line Items]          
Revenues $ 102,082 $ 244,177 $ 301,061 $ 626,556  
Income/(loss) from operations (19,380) (15,760) (6,608) 90,215  
Net income/(loss) (13,252) (65,233) 20,321 (39,817)  
Total Assets 751,637   751,637   $ 753,752
Quarta-Rad Ltd [Member]          
Segment Reporting Information [Line Items]          
Revenues 62,082 214,177 199,061 532,556  
Income/(loss) from operations (37,909) (16,998) (63,158) 43,933  
Net income/(loss) (29,948) (13,427) (49,891) 34,705  
Total Assets 261,357   261,357   337,587
Sellavir, Inc. [Member]          
Segment Reporting Information [Line Items]          
Revenues 40,000 30,000 102,000 94,000  
Income/(loss) from operations 18,529 1,238 56,550 46,282  
Net income/(loss) 16,696 $ (51,806) 70,212 $ (74,522)  
Total Assets $ 490,280   $ 490,280   $ 416,165
v3.23.3
SEGMENTS (Details Narrative)
6 Months Ended
Jun. 30, 2023
Segment
Segment Reporting [Abstract]  
Number of operating segments 2
v3.23.3
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Jun. 30, 2023
Dec. 31, 2019
Loss Contingencies [Line Items]          
Estimated liabilities on VAT         $ 100,000
Payment of estimated liability $ 3,783 $ 35,680 $ 41,822    
Accounts Payable and Accrued Liabilities [Member]          
Loss Contingencies [Line Items]          
Estimated liability $ 22,498     $ 18,715  
Minimum [Member]          
Loss Contingencies [Line Items]          
Estimated liabilities on VAT       0  
Maximum [Member]          
Loss Contingencies [Line Items]          
Estimated liabilities on VAT       $ 125,000  

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