Andiamo Corp. (ANDI)

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Andiamo Corporation
Quarterly Report
For the Third Quarter Ended March 30, 2018
Item 1 Name of the issuer and its predecessors
Andiamo Corporation
The Company was incorporated as Natell Corporation in the state of Delaware on September 21,
2000. It changed its name to Title Consulting Services, Inc., in March 2009. The company changed
its name to Andiamo Corporation in June 2011 and redomiciled to Nevada concurrently. On October
12, 2015, the Company redomiciled to Wyoming.
Item 2 the Address of the Issuer’s Principal Executive Offices
Andiamo Corporation
26777 Lorain Rd., Suite 310
North Olmstead, OH 44070
Telephone: [phone]
Email: [e-mail]
Contact: Michael Starkweather
Item 3 Security Information
Trading Symbol: ANDI
Title and class of securities: Common
CUSIP: 034206201
Par or Stated Value: $.00001
Total shares authorized: 6,000,000,000 as of: 04/30/2018
Total shares outstanding: 4,319,209,650 as of: 04/30/2018
Additional classes of securities:
Trading Symbol: ANDI
Title and class of securities: Preferred Series A
CUSIP: 888352200
Par or Stated Value: $.00001
Total shares authorized: 130,000,000 as of: 04/30/2018
Total shares outstanding: 130,000,000 as of: 04/30/2018
Trading Symbol: ANDI
Title and class of securities: Preferred Series B
CUSIP: 888352309
Par or Stated Value: $.00001
Total shares authorized: 70,000,000 as of: 04/30/2018
Total shares outstanding: 19,085,360 as of: 04/30/2018
Trading Symbol: ANDI
Title and class of securities: Preferred Series C
CUSIP: None
Par or Stated Value: $.00001
Total shares authorized: 20,000,000 as of: 04/30/2018
Total shares outstanding: 634,254 as of: 04/30/2018
Title and class of securities: Preferred Series D
CUSIP: None
Par or Stated Value: $.00001
Total shares authorized: 2,000,000 as of: 04/30/2018
Total shares outstanding: 2,000,000 as of: 04/30/2018
Title and class of securities: Preferred Series E
CUSIP: None
Par or Stated Value: $.00001
Total shares authorized: 10,000,000 as of: 04/30/2018
Total shares outstanding: 25,000 as of: 04/30/2018
Title and class of securities: Preferred Series F
CUSIP: None
Par or Stated Value: $.00001
Total shares authorized: 5,000,000 as of: 04/30/2018
Total shares outstanding: 0 as of: 04/30/2018
Transfer Agent
Name: Vstock Transfer, LLC
Address 1: 18 Lafayette Place
Address 2:
Address 3: Woodmere, NY 11598
Phone: [phone]
Is the Transfer Agent registered under the Exchange Act? * Yes: XX No:
List any restrictions on the transfer of security:
None
Describe any trading suspension orders issued by the SEC in the past 12 months.
None
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization
either currently anticipated or that occurred within the past 12 months:
- On November 12, 2017, the Company terminated contracts with Good Entertainment Holdings,
Inc., Streetbeatz Entertainment & Media Group, Inc., and Northeast Music Productions, LLC.
- On November 28, 2017, the Company solidified an acquisition of Utopya Innovations, Inc.
through an all stock transaction. Utopya Innovations, Inc received the series D in exchange for
100% of Utopya Innovations, Inc.
- On November 30, 2017, the Company terminated its Joint Venture with Peppermint Jim, LLC.
- On February 2, 2018, the company sold T3 Apps one of its wholly-owned subsidiaries for
$100,000
- On March 26, 2018, the board of directors changed the price of the Series B Preferred stock from
$2.00 per share to $0.002
Subsequent events to Q3:
- On May 28, 2018, the company discontinued its negotiations with CLEC Holding
- On June 7, 2018, the Company acquired WeWi Applied Research Corp through an all stock
transaction. WeWi Applied Research Corp received the Series F in exchange for 100% of WeWi
Applied Research Corp.
Item 4 Issuance history
Date Name of Stockholder
Nature and
Method of
Issuance and
Jurisdiction
Number of
Shares
Offered if
Different
than
Number of
Shares Sold
FREE
TRADING RESTRICTED TOTAL
OUTSTANDING
Price
offered to
Company
Cash to
Company
Do Shares
Have a
Legend on
the
Certificate
Reason for Issuance
or Services Rendered
if Applicable
Shares at beginning of period 1,644,237,196
03/11/2016 7,000 to 1 Reverse Split N/A N/A 234,850 234,850 N/A N/A No Conversion
03/22/2016 MINTCO N/A N/A 10,000,000 10,234,850 N/A N/A No Reverse Split
03/23/2016 William White N/A N/A 50,000,000 60,234,850 N/A N/A Yes JV Agreement
04/01/2016 Orca N/A N/A 5,000,000 65,234,850 N/A N/A Yes 2014 Compensation
06/15/2016 William White N/A N/A 50,000,000 115,234,850 N/A N/A No Conversion
07/11/2016 Raymond Kripaitis N/A N/A 3,000,000 118,234,850 N/A N/A No Conversion
08/15/2016 Raymond Kripaitis N/A N/A 3,000,000 121,234,850 N/A N/A No Conversion
08/17/2016 Orca N/A N/A 5,000,000 126,234,850 N/A N/A Yes 2015 Compensation
10/18/2016 William White N/A N/A 500,000,000 626.234.850 N/A N/A Yes 2016 Compensation
10/18/2016 Raymond Kripaitis Jr N/A N/A 60,000,000 686,234,850 N/A N/A No Conversion
11/11/2016 Ongkaruk Sriptech N/A N/A 45,000,000 731,234,850 N/A N/A No Conversion
12/15/2016 PC Trust N/A N/A 30,000,000 761,234,850 N/A N/A No Conversion
12/29/2016 Benchmark N/A N/A 30,000,000 791,234,850 N/A N/A No Conversion
04/05/2017 JT Sands Consulting N/A N/A 60,000,000 851,234,850 N/A N/A No Conversion
04/05/2017 Raymond Kripaitis Jr N/A N/A 75,000,000 926,234,850 N/A N/A No Conversion
04/09/2017 PC Trust N/A N/A 90,000,000 1,016,234,850 N/A N/A No Conversion
06/09/2017 PC Trust N/A N/A 110,000,000 1,126,234,850 N/A N/A No Conversion
06/14/2017 Offspring N/A N/A 90,000,000 1,216,234,850 N/A N/A No Conversion
06/26/2017 PC Trust N/A N/A 110,000,000 1,326,234,850 N/A N/A No Conversion
07/06/2017 Cancel - Raymond Kripaitis N/A N/A (75,000,000) 1,251,234,850 N/A N/A
07/18/2017 LG Capital Funding N/A N/A 66,031,400 1,217,266,250 N/A N/A No Conversion
07/20/2017 Waypoint Capital Partners N/A N/A 100,000,000 1,417,266,250 N/A N/A No Conversion
08/01/2017 LG Capital Funding LLC N/A N/A 65,678,000 1,482,944,250 N/A N/A No Conversion
08/11/2017 LG Capital Funding LLC N/A N/A 73,873,800 1,556,818,050 N/A N/A No Conversion
08/18/2017 LG Capital Funding LLC N/A N/A 77,827,000 1,634,645,050 N/A N/A No Conversion
08/25/2017 LG Capital Funding LLC N/A N/A 80,982,000 1,715,627,050 N/A N/A No Conversion
08/31/2017 LG Capital Funding LLC N/A N/A 85,547,000 1,801,174,050 N/A N/A No Conversion
10/09/2017 LG Capital Funding LLC N/A N/A 89,871,000 1,891,045,050 N/A N/A No Conversion
10/26/2017 LG Capital Funding LLC N/A N/A 94,399,600 1,985,444,650 N/A N/A No Conversion
11/16/2017 Clearwater Resources N/A N/A 90,000,000 2,075,444,650 N/A N/A No Conversion
11/28/2017 LG Capital Funding LLC N/A N/A 103,516,200 2,178,960,850 N/A N/A No Conversion
12/05/2017 LG Capital Funding LLC N/A N/A 42,833,600 2,221,794,450 N/A N/A No Conversion
12/20/2017 Corbin T Hardy N/A N/A 200,000,000 2,421,794,450 N/A N/A No Conversion
12/21/2017 PC Trust N/A N/A 200,000,000 2,621,794,450 N/A N/A No Conversion
01/08/2018 William Coogan N/A N/A 50,000,000 2,671,794,450 N/A N/A Yes Breakoff Shares
01/08/2018 Justin Hoy N/A N/A 25,000,000 2,696,794,450 N/A N/A Yes Breakoff Shares
01/08/2018 Biznet Worldwide Ventures N/A N/A 200,000,000 2,896,794,450 N/A N/A Yes Breakoff Shares
01/08/2018 Streetbeatz Entertainment N/A N/A 250,000,000 3,146,794,450 N/A N/A Yes Breakoff Shares
01/09/2018 David Bodie N/A N/A 110,000,000 3,256,794,450 N/A N/A No Conversion
01/18/2018 LG Capital Funding N/A N/A 322,415,200 3,579,209,650 N/A N/A Yes Conversion
02/01/2018 PC Trust N/A N/A 200,000,000 3,779,209,650 N/A N/A No Conversion
02/03/2018 Raymond Kripiatis N/A N/A 75,000,000 3,854,209,650 N/A N/A No Conversion
02/28/2018 Woodmont Investment N/A N/A 100,000,000 3,954,209,650 N/A N/A No Conversion
02/28/2018 Woodmont Investment N/A N/A 165,000,000 4,119,209,650 N/A N/A No Conversion
03/01/2018 Rebekah White N/A N/A 200,000,000 4,319,209,650 N/A N/A No Conversion
Item 5 Financial Statements.
The Company’s interim financial statements are attached at the end of this quarterly filing.
Item 6 Issuer’s Business, Products and Services.
Forward-Looking Statements
This section of the report includes a number of forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934
that reflect our current views with respect to future events and financial performance.
Forward looking statements are often identified by words like: believe, expect, estimate, anticipate,
intend, project and similar expressions, or words which, by their nature, refer to future events. You
should not place undue reliance on these forward-looking statements, which apply only as of the date
of this report. These forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from historical results or our predictions. Although we
believe the expectations reflected in these forward-looking statements are reasonable, such
expectations cannot guarantee future results, levels of activity, performance or achievements.
Forward-looking statements included in this report and all subsequent written or oral forward-looking
statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by
these cautionary statements. The forward-looking statements speak only as of the date made, other
than as required by law, and we undertake no obligation to publicly update or revise any forwardlooking
statements, whether because of new information, future events or otherwise.
Business Description
Andiamo Corporation (SIC Code 7372 Services-Prepackaged Software) which was incorporated in
the State of Nevada, June 2011, with a fiscal year end of July 31, consists of the following whollyowned
subsidiaries:
• Andiamo operates:
Utopya Innovations Inc. a hardware and software developer
All Pro Apps a software developer dedicated to mobile apps
We are currently a going concern, fully operational and generating income.
Plan of Operation
- The technology (hardware and software) industry is growing worldwide with an increasing need
for high quality products and services at affordable prices. The Company has begun executing its
vision of rapidly acquiring innovative technology companies with extraordinary management teams
that will work together to accomplish its goals.
Item 7 Issuer’s Facilities
26777 Lorain Rd., Suite 310
North Olmstead, OH 44070
1-833-886-7926
Item 8 Officers, Directors and Control Persons
A. Names of Officers, Directors, and Control Persons. In responding to this item, please provide
the names of each of the issuer’s executive officers, directors, general partners and control
persons (control persons are beneficial owners of more than five percent (5%) of any class of
the issuer’s equity securities), as of the date of this information statement.
Michael Starkweather - CEO
B. Legal/Disciplinary History. Please identify whether any of the foregoing persons have, in the
last five years, been the subject of:
1. A conviction in a criminal proceeding or named as a defendant in a pending criminal
proceeding (excluding traffic violations and other minor offenses);
None
2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or
vacated, by a court of competent jurisdiction that permanently or temporarily enjoined,
barred, suspended or otherwise limited such person’s involvement in any type of business,
securities, commodities, or banking activities;
None
3. A finding or judgment by a court of competent jurisdiction (in a civil action), the
Securities and Exchange Commission, the Commodity Futures Trading Commission, or a
state securities regulator of a violation of federal or state securities or commodities law,
which finding or judgment has not been reversed, suspended, or vacated; or
None
4. The entry of an order by a self-regulatory organization that permanently or temporarily
barred suspended or otherwise limited such person’s involvement in any type of business
or securities activities.
None
C. Beneficial Shareholders. Provide a list of the name, address and shareholdings or the
percentage of shares owned by all persons beneficially owning more than ten percent (10%) of
any class of the issuer’s equity securities. If any of the beneficial shareholders are corporate
shareholders, provide the name and address of the person(s) owning or controlling such
corporate shareholders and the resident agents of the corporate shareholders.
Ian Brewster 116,747,700
141 Adelaide St. Series A Preferred
West Toronto, Ontario, CA M5H 3L5
Key Trust 15,171,975
111 2nd Ave NE Series B Preferred
ST Pettersburg, Fl 33701
Item 9 Third Party Providers
Legal Counsel:
Donald R. Keer, P.E., Esq.
3663 Greenwood Circle
Chalfont, PA 18914
215-962-9378
Accountant – N/A
Item 10 Issuer Certification
I, Michael Starkweather, certify that:
1. I have reviewed this Quarterly Disclosure Statement of Andiamo Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made, considering the
circumstances under which such statements were made, not misleading with respect to the period
covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information included or
incorporated by reference in this disclosure statement, fairly represent in all material respects the
financial condition, results of operations and cash flows of the issuer as of, and for, the periods
presented in this disclosure statement.

Dated: June 19, 2018
/s/Michael Starkweather
Michael Starkweather
Title: CEO
Compiled Consolidated Financial Statements
of
Andiamo Corporation
For the Quarter Ended April 30, 2018
Andiamo Corporation
Consolidated Statement of Assets, Liabilities and Equity
As of the Quarter Ended April 30, 2018
Quarter Ended
April 30, 2018
Assets
Current Assets
Bank – Operating Account $ 59,289.90
Accounts Receivable 0
Deposit – Rent 0
Total Current Assets
59,289.90
Property and Equipment (Note B)
Software 0
Less: Accumulated Amortization 0
Total Property and Equipment 0
Total Assets $ 59,289.90
Andiamo Corporation
Consolidated Statement of Assets, Liabilities and Equity
As of April 30, 2018
Quarter Ended
April 30, 2018
Liabilities & Equity
Current Liabilities
Accounts Payable $ -
Income Tax Payable -
Accrued Interest -
Total Current Liabilities 0
Long Term Liabilities (Note C)
Note Payable 37,000
Total Long-Term Liabilities 37,000
Total Liabilities 37,000
Stockholders’ Equity (Note D)
Series A preferred stock: $.00001 par value, 130,000,000
shares authorized, 130,000,000 issued and outstanding
1,300
Series B convertible preferred stock: $.00001 par value,
70,000,000 authorized, 18,752,860 issued and outstanding
190
Series C convertible preferred stock: $.00001 par value,
20,000,000 authorized, 634,254 issued or outstanding
Series D convertible preferred stock: $.00001 par value,
2,000,000 authorized, 2,000,000 issued or outstanding
6
20
Common Stock: $.00001 par value, 6,000,000,000 shares
authorized, 4,319,209,650 issued and outstanding
43,192
Additional Paid in Capital 840,784
Retained Earnings (914,172.51)
Net Income (Loss) 50,970.41
Total Stockholders’ Equity 22,289.90
Total Liabilities and Stockholders’ Equity $ 59,289.90
Andiamo Corporation
Consolidated Statement of Operations
Quarter Ended April 30, 2018
Quarter Ended
April 30, 2018
Revenue
Income $ 123,471.02
Total Revenue 123,471.02
Cost of Goods Sold
Cost of Goods Sold -
Total Cost of Goods Sold -
Gross Profit 123,471.02
Operating Expenses
Operating Expenses 72,500.61
Total Operating Expenses 72,500.61
Operating Income (Loss) 50,970.41
Other Income
Other Income -
Total Other Income 0
Other Expenses
0
Total Other Expenses 0
Net Other Income 0
Net Income (Loss) $ 50,970.41
Page 9
Andiamo Corporation
Consolidated Statement of Cash Flows
Quarter Ended April 30, 2018
Quarter Ended
April 30, 2018
Cash flows from Operating Activities:
Net Income $ 50,970.41
50Adjustments to Reconcile Net Income (Loss) to Net Cash:
Amortization -
(Increase) Decrease in:
Accounts Receivable -
Increase (Decrease) in:
Accounts Payable -
Income Tax Payable -
Total Adjustments 0
Net Cash Provided By (Used In) Operating Activities 50,970.41
Cash Flows from Investing Activities:
Loss on Investment -
Uncollectible Note Write off -
Payoff of Note -
Net (Purchase) Disposal of Equipment and Software -
Net Cash Provided By (Used in) Investing Activities -
Cash Flows from Financing Activities:
Note(s) Payable. -
Additional Paid in Capital -
Capital Stock -
Net Cash Provided By (Used in) Financing Activities 0
Net Cash Increase (Decrease) in Cash 33,989.41
Cash at Beginning of Period
Cash at End of Period $
Page 10
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
Note A – Nature of Business and Summary of Significant Accounting Policies
On July 5, 2011 Title Consulting Services, Inc. a Delaware Corporation, redomiciled
to Nevada from Delaware and changed its name to Andiamo Corporation (the
“Company”). The Company is a holding company for several corporations. The Company
is developing hardware and software for distribution worldwide.
Basis of Presentation
The accompanying financial statements have been prepared on the accrual basis
of accounting. Revenues are recognized at the time when the services are provided and
earned and expenses are recorded when incurred.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all
unrestricted highly liquid investments with an initial maturity of three months or less to be
cash equivalents.
Income Taxes
The Company files as a regular C corporation for federal tax purposes.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that affect
certain reported amounts and disclosures. Accordingly, actual results could differ from
those estimates.
Advertising
The Company expenses all advertising and marketing costs as incurred. Advertising
and marketing costs for the quarter ended April 30, 2018 was $4,618.89.
Fair Value of Financial Instruments
The Company believes that the carrying value of its current assets and current
liabilities approximate the fair value of such items due to their short-term nature. The
carrying amounts of cash, accounts receivable, accounts payable and other liabilities are
carried at amounts that reasonably approximate their fair values.
Property and Equipment
Property and equipment are stated at cost. The Company provides for amortization
on the straight-line method and depreciation on the straight-line and MACRS methods
over the estimated useful lives of the related assets. Major classes of property and
equipment and their related lives are as follows:
Software - 3 to 15 years
Page 11
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
Maintenance and repairs are expensed as incurred. Replacements and betterments are
capitalized.
Asset Impairment
When the Company has long-lived assets, which have a possible impairment
indicator, the Company estimates the future cash flows from the operation of these
assets. Because events and circumstances frequently do not occur as expected, there
will usually be differences between the estimated and actual future cash flow and these
differences may be material. If the estimated cash flows recoup the recorded value of
the assets; they remain on the books at that value. If the net recorded value cannot be
recovered, the assets are written down to their market value if lower than the recorded
value.
Note B – Property and Equipment
Currently the company owns various office equipment and computers, since the
equipment was provided by management we have not included this in amortization.
Note C - Notes Payable
On December 29, 2016, the Company issued a note payable to a private investor in
the amount of $6,500. The note bears interest at the rate of 12% per annum and is due on
December 29, 2017. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On February 8, 2017, the Company issued a note payable to a private investor in the
amount of $1,000. The note bears interest at the rate of 12% per annum and is due on
February 8, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On February 13, 2017, the Company issued a note payable to a private investor in the
amount of $1,000. The note bears interest at the rate of 12% per annum and is due on
February 13, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On February 21, 2017, the Company issued a note payable to a private investor in the
amount of $1,000. The note bears interest at the rate of 12% per annum and is due on
February 21, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On February 24, 2017, the Company issued a note payable to a private investor in the
amount of $2,000. The note bears interest at the rate of 12% per annum and is due on
February 24, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On February 27, 2017, the Company issued a note payable to a private investor in the
Page 12
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
amount of $2,500. The note bears interest at the rate of 12% per annum and is due on
February 27, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On March 3, 2017, the Company issued a note payable to a private investor in the
amount of $2,500. The note bears interest at the rate of 12% per annum and is due on
March 3, 2018. The note is unsecured and is convertible into shares of the common stock
of the Company as per the terms of the Convertible Promissory Note.
On March 10, 2017, the Company issued a note payable to a private investor in the
amount of $1,500. The note bears interest at the rate of 12% per annum and is due on
March 10, 2018. The note is unsecured and is convertible into shares of the common stock
of the Company as per the terms of the Convertible Promissory Note.
On April 6, 2017, the Company issued a note payable to a private investor in the
amount of $5,000. The note bears interest at the rate of 12% per annum and is due on April
6, 2018. The note is unsecured and is convertible into shares of the common stock of the
Company as per the terms of the Convertible Promissory Note.
On April 20, 2017, the Company issued a note payable to a private investor in the
amount of $7,000. The note bears interest at the rate of 12% per annum and is due on
March 20, 2018. The note is unsecured and is convertible into shares of the common stock
of the Company as per the terms of the Convertible Promissory Note.
On May 4, 2017, the Company issued a note payable to a private investor in the
amount of $2,000. The note bears interest at the rate of 12% per annum and is due on May
4, 2018. The note is unsecured and is convertible into shares of the common stock of the
Company as per the terms of the Convertible Promissory Note.
On May 17, 2017, the Company issued a note payable to a private investor in the
amount of $7,000. The note bears interest at the rate of 12% per annum and is due on May
17, 2018. The note is unsecured and is convertible into shares of the common stock of the
Company as per the terms of the Convertible Promissory Note.
On September 8, 2017, the Company issued a note payable to a private investor in
the amount of $3,000. The note bears interest at the rate of 12% per annum and is due on
September 8, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
On October 13, 2017, the Company issued a note payable to a private investor in the
amount of $2,000. The note bears interest at the rate of 12% per annum and is due on
October 13, 2018. The note is unsecured and is convertible into shares of the common
stock of the Company as per the terms of the Convertible Promissory Note.
Note D – Stockholders’ Equity
Page 13
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
As of November 2009 the Company amended shares authorized to twenty billion
(20,000,000,000) shares of common stock, par value $.00001 per share, one hundred thirty
million (130,000,000) shares of Series A preferred stock, par value $.00001 per share with no
conversion rights, seventy million (70,000,000) shares of Series B preferred stock, par value
$.00001 per share with a conversion right of 1 to 2000, and twenty million (20,000,000) shares
of Series C preferred stock, par value $.00001 per share with a conversion right of 1 to 500.
During the quarter ending January 31, 2014, Les Eveneshen transferred ownership of
28,650,000 series A preferred shares with a par value $.00001 per share to Agnes Cruz,
resulting in 57,300,000 series A preferred shares being owned by Agnes Cruz. This assignment
was effective as ofJanuary 17, 2014. On February 7, 2014, as part of the resignation of Richard
Shykora and the appointing of William White as the new CEO, Mr. Shykora’s 28,650,000
Series A Preferred Shares were transferred to Mr. White.
During the quarter ending October 31, 2014, as part of a resignation agreement, Agnes
Cruz assigned her ownership of 57,300,000 Series A Preferred shares with a par value of
$.00001 per share to William White, resulting in 85,860,000 Series A Preferred shares being
owned by William White.
As of January 31, 2016, there were 1,644,237,196 Common shares at .00001 par of
which 63,937,300 were restricted, 130,000,000 Series A Preferred shares issued at .00001 par,
19,095,860 Series B Preferred shares issued at .00001 par, and 634,254 Series C Preferred
shares at .00001 par issued.
Subsequently, as of March 11, 2016, following a reverse split of 7,000 to 1 of the
Company’s Common Stock, there were 234,891 Common shares issued at a par value of
.00001.
As of January 31, 2017, there were 787,734,850 Common shares issued at .00001 par,
130,000,000 Series A Preferred shares issued at .00001 par, 19,014,610 Series B Preferred
shares issued at .00001 par, 634,254 Series C Preferred shares at .00001 par, and 25,000 Series
E Preferred shares at .00001 par.
As of October 31, 2017, there were 1,891,045,050 Common sharesissued at .00001 par,
130,000,000 Series A Preferred shares issued at .00001 par, 19,007,860 Series B Preferred
shares issued at .00001 par, 634,254 Series C Preferred shares at .00001 par, and 25,000 Series
E Preferred shares at .00001 par.
On November 10, 2017, William White sold his controlling interest of 116,747,700
Series A Preferred shares to Utopya Innovations, Inc. Following this sale, on November 28,
2017, William White resigned from all positions with the Company and Michael Starkweather
was appointed as its sole officer and Director.
Page 14
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
On November 28, 2017, Utopya Innovations, Inc. sold its controlling interest of
116,747,700 Series A Preferred shares to Ian Brewster. Following this sale, on November 28,
2017, Utopya Innovations, Inc. was acquired by the Company in an all stock transaction where
Utopya Innovations became wholly-owned and received the series D preferred stock.
As of January 31, 2018, there were 3,579,209,650 Common shares issued at .00001 par,
130,000,000 Series A Preferred shares issued at .00001 par, 18,752,860 Series B Preferred
shares issued at .00001 par, 634,254 Series C Preferred shares at .00001 par, 2,000,000 Series
D Preferred shares at .00001 par, and 25,000 Series E Preferred shares at .00001 par.
On March 26, 2017, there was an amendment to the conversion rights for the Series B
Preferred shares $.0001 par, from 1 for 2,000 to 1 for 1.
As of April 30, 2018, there were 4,319,209,650 Common shares issued at .00001 par,
130,000,000 Series A Preferred shares issued at .00001 par, 19,085,360 Series B Preferred
shares issued at .00001 par, 634,254 Series C Preferred shares at .00001 par, 2,000,000 Series
D Preferred shares issued at .00001 par, and 25,000 Series E Preferred shares at .00001 par.
Note E – Related Party Transactions
During the year the Company entered into transactions with companies owned
either by the major shareholder or an affiliate. These transactions were entered into on an
arm’s length basis.
Note F – Commitments and Contingencies
Contingent Liabilities – Operating Leases
The Company leases office space and equipment. Rent expense paid during the
quarter ended April 30, 2018 was $795.
In the normal course of its business, the Company is subject to litigation.
Management, based upon discussions with its legal counsel, does not believe any claims,
individually or in the aggregate, will have a material adverse impact on the Company’s
financial position.
Commitments
The Company currently leases office space on a month to month basis with no longterm
obligation.
Note H – Income Taxes
The Company files federal and state income tax returns on a calendar year basis.
For calendar year 2018, through April 30 , 2018 , the Company would have an
estimated tax liability of $0 based on the net income for the period and current federal
and state corporate income tax rates. A provision for income taxes was included in the
Page 15
Andiamo Corporation
Notes to Consolidated Financial Statements
April 30, 2018
financial statements
Note I – Basis of Consolidation
The Group financial statements consolidate those of the parent company and all its
subsidiaries. The subsidiaries are all entities over which the Group has the power to
control the financial and operating policies. The Company obtains and exercises control
through all the voting rights of the subsidiaries.
Any intercompany receivables, payables, sales, purchases and profits are eliminated.