Financial transaction

Discussion and analysis by the management of ARVANA INC on the financial situation and the results of operations. (form 10-Q)

FORWARD-LOOKING STATEMENTS



This Management's Discussion and Analysis of Financial Condition and Results of
Operations and other parts of this quarterly report contain forward-looking
statements that involve risks and uncertainties. Forward-looking statements can
also be identified by words such as "anticipates," "expects," "believes,"
"plans," "predicts," and similar terms. Forward-looking statements are not
guarantees of future performance and our actual results may differ significantly
from the results discussed in the forward-looking statements. Factors that might
cause such differences include but are not limited to those discussed in the
subsection entitled Forward-Looking Statements and Factors That May Affect
Future Results and Financial Condition below. The following discussion should be
read in conjunction with our financial statements and notes thereto included in
this report. Our fiscal year end is December 31. All information presented
herein is based on the three and nine months ended September 30, 2021 and
September 30, 2020.



                                    Overview



The Company was incorporated in the State of Nevada on June 16, 1977, as
"Turinco, Inc." to engage in any legal undertaking. On July 24, 2006, the
Company's changed its name from Turinco, Inc. to Arvana Inc. on acquisition of
Arvana Networks, Inc., a telecommunications business. We discontinued efforts
related to that business as of December 31, 2009. Our present activities are
focused on evaluating business opportunities that are sufficient to support
operations and increase stockholder value.



Our office is located at 299 S. Main Street, 13th Floor, Salt Lake City, Utah
84111, and our telephone number is (801) 232-7395. AA Registered Agents, 4869
Nightwood Court, Las Vegas, Nevada 89149, is our registered agent in the State
of Nevada.


The Company is registered with the Commission and traded on the Pink Sheets Current Information of OTC Markets Group, Inc. on the over-the-counter platform under the symbol “AVNI”.


                                    Company


The Company entered into a non-binding term sheet on May 21, 2021, with Mr.
Alkiviades David and our controlling stockholder with the intention of acquiring
a multi-media platform and prospectively other businesses owned or controlled by
Mr. David. The term sheet required that our controlling stockholder grant voting
control over the Company to Mr. David as a pre-condition to his facilitating a
transaction. On June 30, 2021, Mr. David effectively secured voting control over
the Company. Due to a disgreement over the structure of the intended
transaction, the Company entered into a recission agreement and mutual release
with Mr. David on October 26, 2021. The agreement to abandon the intentions of
the term sheet included Mr. David's revocation of the proxies granted to him,
which action returned control of the Company to our controlling stockholder, and
led to the resignation of two of our directors.



On March 17, 2016, we entered into a non-binding memorandum of understanding
with CaiE Food Partnership Ltd. ("CaiE") for the purpose of acquiring it as a
wholly-owned subsidiary. CaiE is in the business of manufacturing and
distributing fresh Dim Sum food products from a facility based in Sparks,
Nevada. While CaiE loaned the Company $174,610 over nearly five years to sustain
operations, it was unable to deliver the information necessary to complete the
transaction. On November 11, 2020, CaiE was notified that the Company would no
longer pursue the acquisition of its business. Effective April 1, 2021, the
Company entered into a debt settlement agreement pursuant to which all amounts
due to CaiE were extinguished in exchange for shares of the Company's restricted
common stock.



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                               Plan of Operation



Our present activities are focused on evaluating business opportunities that are
sufficient to support operations and increase stockholder value. While this
process remains in the discovery phase, the Company will continue to look to its
stockholders and creditors for sufficient financial support to sustain
operations though we have no assurance that our stockholders or creditors will
respond positively to the Company's efforts.



                             Results of Operations



During the three and nine months ended September 30, 2021, the Company satisfied
periodic public disclosure requirements, continued its search for a suitable
business enterprise that might enhance stockholder value and executed a
non-binding term sheet with Mr. David.



Transactions for the three and nine months completed September 30, 2021 and 2020, are summarized in the following table.





                                                              Three months                                Nine months
                                        Three months             Ended              Nine months              Ended
                                            Ended            September 30,             Ended             September 30,
                                     September 30, 2021           2020          September 30, 2021            2020
Operating Expenses
 General and administrative         $            (4,740 )    $   (12,224 )     $           (11,854 )    $      (35,382 )
 Professional fees                              (42,798 )         (5,149 )                 (64,005 )           (23,105 )
Loss from Operations                            (47,538 )        (17,373 )                 (75,859 )           (58,487 )
 Interest expense                                    -           (13,318 )                 (19,122 )           (39,441 )
 Foreign exchange gain (loss)                       249          (36,900 )                   6,708             (11,512 )
 Other income                                        -                -                    458,833                  -
 Loss on debt settlements                   (12,460,079 )             -                (12,460,079 )                -
Net loss for the period             $       (12,507,367 )    $   (67,591 )     $       (12,089,518 )    $     (109,440 )




Net Losses



Net loss for the three-month period ended September 30, 2021, was $12,507,367 as
compared to a net loss of $67,591 for the three-month prior period ended
September 30, 2020. The increase in net loss over the comparative three-month
periods can be attributed to loss on debt settlements, and professional fees,
offset by a decrease in general administrative expenses, the elimination of
interest expense and a foreign exchange gain over the prior comparable
three-month period. The loss on debt settlements is due to the settlement values
for stock issued that were less than the market value of the stock on the
settlement dates, while the increase in professional fees is the result of
amounts accrued in the preparation of coincident settlement documentation and in
the conduct of requisite due diligence in relation to a prospective acquisition.
The elimination of interest expense is the result of the debt settlements, and
the transition from foreign exchange loss to foreign exchange gain is due to a
decrease in the value of foreign currencies against the US dollar that impacts
the cost of expenses paid in foreign currencies.



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Net loss for the nine-month period ended September 30, 2021, was $12,089,518 as
compared to net loss of $109,440 for the nine-month period ended September 30,
2020. The increase in net loss over the comparative nine-month periods can be
attributed to loss on debt settlements, professional fees, and interest expense,
offset by other income, a decrease in general administrative expenses, and a
foreign exchange gain over the comparable prior nine-month period. The loss on
debt settlements is due to the settlement values for stock issued that were less
than the market value of the stock on the settlement dates, the increase in
professional fees is the result of amounts accrued in the preparation of
coincident settlement documentation and in the conduct of requisite due
diligence in relation to a prospective acquisition, while the interest expense
reflects the expense of debt obligations prior to settlement. Other income is
the result of debt forgiveness agreements, and the transition from foreign
exchange loss to foreign exchange gain is due to a decrease in the value of
foreign currencies against the US dollar that impacts the cost of expenses
paid
in foreign currencies.



The Company did not generate revenue during either of these periods and expects
to continue to incur losses over the next twelve months until such time as it is
able to secure a business that generates income.



Capital Expenditures


The Company did not spend any amount on capital expenditures for the nine month period ended. September 30, 2021.


                        Liquidity and Capital Resources


Since its inception, we have experienced significant changes in terms of liquidity, capital resources and shareholder insufficiency.



The Company had assets of $19 in cash as of September 30, 2021, with a working
capital deficit of $74,655, as compared to assets of $4,994 in cash as of
December 31, 2020, with a working capital deficit of $2,051,060. Stockholders'
deficit in the Company was $74,655 at September 30, 2021, as compared to a
stockholder's deficit of $2,051,060 at December 31, 2020.



Cash used in operating activities



Cash flow used in operating activities for the nine-month period ended September
30, 2021 was $21,100 as compared to cash flow used of $31,435 for the nine-month
period ended September 30, 2020. Changes in cash used in operating activities in
the current nine-month period can be attributed to a number of book expense
items that do not affect the total amount relative to actual cash used, such as
unrealized foreign exchange, other income, loss on debt settlements and interest
expense. Balance sheet accounts that actually affect cash, but are not income
statement related that are added or deducted to arrive at cash used in operating
activities, include accounts payable and amounts due to related parties.



We expect to continue to use cash flow in operating activities over the next
twelve months or until such time as the Company can generate sufficient revenue
to offset the cost of operating activities.



Cash used in investing activities

Cash flows used in investing activities during the nine-month periods ended September 30, 2021, and September 30, 2020, was $ 0.

We do not plan to use cash in investing activities until we are able to reach a definitive deal with a viable business opportunity.


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Cash flow from financing activities



Cash flow provided by financing activities for the nine-months ended September
30, 2021, was $16,325 as compared to $30,000 for the nine-months ended September
30, 2020. Cash flows provided from financing activities over the comparative
nine-month periods are considered loans from CaiE.



We plan to continue to use the cash provided by fundraising activities to maintain our operations.



The Company's current assets are insufficient to conduct its plan of operation
over the next twelve (12) months as it will need at least $50,000 to maintain
operations and conclude a definitive transaction. Until such time, we have no
definitive commitments or arrangements for continued financial support. Despite
the Company's predicament, existing stockholders remain the most likely
prospective sources of funding. The Company's inability to secure funding would
have a material adverse effect on its ability to sustain operations.



The Company does not intend to pay cash dividends in the foreseeable future.

The Company does not have any lines of credit or other bank financing arrangements.

The Company has no commitment for future significant capital expenditures.

The Company has no defined benefit plan or contractual commitment with any of its officers or directors.

The Company does not intend to buy or sell any plant or equipment.

The Company does not intend to change the number of employees.

Off-balance sheet provisions



As of September 30, 2021, we have no significant off-balance sheet arrangements
that have, or are reasonably likely to have, a current or future effect on our
financial condition, revenues, expenses, results of operations, liquidity,
capital expenditures, or capital resources that are material to stockholders.



Future Financings


The Company will continue to depend on debt or equity financing to maintain its operations and secure an appropriate business transaction, although it cannot guarantee that sufficient financing will be obtained.

Critical accounting policies

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