UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D..C. 20549
Form 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2011
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from _________ to _________
001-31444
(Commission File Number)
[LOGO OF CANDIAN TACTICAL TRAINING ACADEMY INC.]
(Exact name of registrant as specified in its charter)
CANADIAN TACTICAL TRAINING ACADEMY INC.
(Name of small business issuer in its charter)
NEVADA 98-0361119
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7000 Chemin Cote de Liesse, Suite 8 Montreal, Quebec Canada H4T 1E7
(Address of principal executive offices) (Zip Code)
(514) 373-8411
(Issuer's telephone number)
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N/A
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the registrant (1) filed all reports required to be filed by
sections 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes [X]
No [ ]
Check whether the registrant is a large accelerated filer, an accelerated filer,
a non-accelerated filer, or a smaller reporting company.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filed [ ] Smaller reporting company [X]
Check whether the registrant is a shell company, as defined in Rule 12b-2 of the
Exchange Act. Yes [ ] No [X]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of April 30, 2012 the registrant's
outstanding common stock consisted of 202,328,633 shares.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
BALANCE SHEETS
June 30, December 31,
2011 2010
------------ ------------
ASSETS
CURRENT ASSETS:
Cash $ 4,906 $ 2,927
Accounts receivable 13,356 --
Sales tax receivable 15,214 5,380
Loans receivable (Note 2) 15,044 14,430
------------ ------------
TOTAL CURRENT ASSETS 48,520 22,737
Equipment, net 2,476 2,975
------------ ------------
$ 50,996 $ 25,712
============ ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable and accrued liabilities (Note 2) $ 218,766 $ 200,461
Convertible loans (Note 3) 62,472 62,472
Loans payable (Note 2) 147,553 48,064
Subscriptions received in advance (Note 4) 20,000 20,000
------------ ------------
TOTAL LIABILITIES 448,791 330,997
------------ ------------
STOCKHOLDERS' DEFICIT
Common stock, $0.001 par value, 450,000,000 shares authorized;
202,328,633 shares issued and outstanding June 30,2011 and
December 31, 2010 202,329 202,329
Additional paid in capital 5,980,431 5,980,431
Deficit (6,239,098) (6,239,098)
Deficit accumulated during the development stage (341,457) (248,947)
------------ ------------
TOTAL STOCKHOLDERS' DEFICIT (397,795) (305,285)
------------ ------------
$ 50,996 $ 25,712
============ ============
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2
CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the period from
January 1, 2007
(date of inception
of the development
stage) to
Three months ended June 30, Six month period ended June 30, June 30,
2011 2010 2011 2010 2011
------------ ------------ ------------ ------------ ------------
REVENUE
Sales $ 11,700 $ -- $ 12,605 $ -- $ 22,783
------------ ------------ ------------ ------------ ------------
OPERATING EXPENSES
Amortization 318 116 625 233 2,475
Interest expense (Note 3) 2,016 2,655 3,864 5,281 47,281
General and administrative 64,681 15,930 95,941 39,608 331,694
------------ ------------ ------------ ------------ ------------
TOTAL OPERATING EXPENSES 67,015 (18,701) 100,430 (45,122) 381,450
------------ ------------ ------------ ------------
OTHER ITEMS
Unrealized foreign exchange gain (loss) (670) (18) (4,685) (82) (5,860)
Gain on foregiveness of debt 23,081
Realized loss (82)
Interest income -- -- -- -- 70
------------ ------------ ------------ ------------ ------------
TOTAL OTHER ITEMS (670) (18) (4,685) (82) 17,209
------------ ------------ ------------ ------------ ------------
NET LOSS $ (55,985) $ (18,719) $ (92,510) $ (45,204) $ (341,458)
============ ============ ============ ============ ============
Net loss per share:
Basic and diluted $ (0.0003) $ (0.01) $ (0.0005) $ (0.02)
------------ ------------ ------------ ------------
Weighted average shares outstanding:
Basic 202,328,633 2,328,633 202,328,633 2,328,633
------------ ------------ ------------ ------------
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3
CANADIAN TACTICAL TRAINING ACADEMY INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the period from
January 1, 2007
(date of inception
Six month Six month of the development
period ended period ended stage) to
June 30, June 30, June 30,
2011 2010 2011
---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (92,510) $ (45,204) $ (341,457)
Non-cash items:
Amortization 625 233 4,840
Unrealized loss on foreign exchange conversion 4,685 5,173
Gain on settlement of debt -- (23,081)
Accrued interest on convertible loans 3,864 5,281 46,157
Changes in non-cash operating working capital items:
Receivables (23,804) -- (23,804)
Accounts payable and accrued liabilities 109,119 35,768 312,415
---------- ---------- ----------
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES 1,979 (3,922) (19,757)
---------- ---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equpment -- -- (1,397)
---------- ---------- ----------
CASH FLOWS USED IN INVESTING ACTIVITIES -- -- (1,397)
---------- ---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Convertible loans & debentures -- -- 1,000
Subscriptions received in advance -- -- 20,000
---------- ---------- ----------
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES -- -- 21,000
---------- ---------- ----------
Change in cash 1,979 (3,922) (154)
Cash, beginning 2,927 4,000 5,060
Cash, ending $ 4,906 $ 78 $ 4,906
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4
NOTE 1 - NATURE OF BUSINESS
FIELD OF OPERATIONS AND CORPORATE MISSION
The CANADIAN TACTICAL TRAINING ACADEMY (CTTA) is an educational organization
devoted to the training of Law Enforcement, security, investigation, protection
officers and all those who dedicate themselves to maintaining peace. The Academy
also provides tailored security and safety-oriented civilian training at both
the individual and/or corporate levels.
We offer recognized tactical training programs of the highest level, as well as
specialized programs for the fields of Intelligence and Investigation, Executive
Protection and both Public and Private Security and Safety.
Above and beyond the quality of its training programs, the strength of an
academy resides in the competency and capabilities of its instructors. Our
instructors are very carefully selected and have proven their superior skills in
both the field and classroom before they are entrusted the guidance and
professional development of our students.
Our Mission is to facilitate professional training and operational objectives by
offering the tools and guidance required to enhance careers and ensure the
survival of its participants.
CTTA offers specialized programs such as:
Executive Protection, Investigation and Surveillance, Rapid Integrated Survival
Kombat (RISK) System, Tactical Firearms, Handcuffing, Airport and Airline
Security (IATA and ICAO standards), Ports Facilities and Maritime Security (ISPS
Code), Basic SWAT Techniques, Corporate Safety Awareness, and much more. Our
civilian training programs are recognized by numerous notable corporations, and
our instructors are proud members of several prestigious law enforcement and
security associations.
COMPANY HISTORY
We were incorporated in the State of Nevada on November 2, 2001 under the name
Altus Explorations Inc. (Altus) as a company engaged in the acquisition and
exploration of oil and natural gas properties. The company has not been able to
secure sufficient financing to act on oil and gas investment opportunities as
they were identified. Therefore, we did very little business and showed very
limited activity, with no profitability. In September 2010 we chose to enter the
expanding field of training of peace and law enforcement officers as well as
other professionals involved in the fields of security and safety oriented
civilian training at both the individual and corporate levels. and entered into
an agreement, in principle, to purchase Canadian Tactical Training Academy Inc.
from UWD Unitas World Development Inc. ("UNITAS"), a private Canadian company.
We refer to this asset purchase transaction as the Acquisition. On October 1,
2010, Altus entered into a Share Exchange Agreement (the "Agreement") with UWD
Unitas World Development Inc., a privately held Canadian incorporated company.
Pursuant to the Agreement, Altus issued 80,000,000 shares of common stock for
the acquisition of 450 shares of common stock of The Canadian Tactical Training
Academy Inc., representing 100% of the issued and outstanding shares of common
stock, which were held by UNITAS. Further, Altus changed its name to Canadian
Tactical Training Academy Inc. and increased the authorized share capital from
40,000,000 to 250,000,000 shares of common stock and then further from
5
250,000,000 to 450,000,000. The Company assumed the business Canadian Tactical
Training Academy Inc., which is the training of law enforcement, security,
investigation and protection for officers and individuals.
As a result of the Acquisition, we now own CTTA and have the right to exploit,
commercialize, and upgrade its training courses on a worldwide basis.
To reflect the nature of our new business, we changed our corporate name on
November 4, 2010 from Altus Explorations Inc. to Canadian Tactical Training
Academy Inc. Our principal executive offices are now located at 7000 Chemin Cote
de Liesse, Suite 8, Montreal, Quebec, Canada H4T 1E7 and our telephone number is
(514) 373-8411.
UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying unaudited interim financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and the rules and regulations of the Securities and Exchange
Commission. They do not include all information and footnotes required by United
States generally accepted accounting principles for complete financial
statements. However, except as disclosed herein, there has been no material
changes in the information disclosed in the notes to the financial statements
for the year ended December 31, 2010 included in the Company's Form 10-K filed
with the Securities and Exchange Commission. The unaudited interim financial
statements should be read in conjunction with those financial statements
included in the Form 10-K. In the opinion of Management, all adjustments
considered necessary for a fair presentation, consisting solely of normal
recurring adjustments, have been made. Operating results for the three months
ended June 30, 2011 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2011.
Management has evaluated events occurring between the end of the three months
period ended June 30, 2011 to the date when the financial statements were
issued.
NOTES 2 - DUE TO RELATED PARTIES
At June 30, 2011, the Company had received advances from significant
shareholders totalling $134,627 (Dec.31, 2010- $48,064). These loans are
unsecured and non-interest bearing and have not set terms for repayment.
At June 30, 2011, the Company had accounts payable of $95,421 to a significant
shareholder of $15,044 (Dec.31 2010- $80,834). This loan is unsecured and
non-interest bearing and has not set terms for repayment.
At June 30, 2011, the Company had made a loan to a significant shareholder of
$15,044 (Dec.31 2010- $14,430). This loan is unsecured and non-interest bearing
and has not set terms for repayment.
All related party transactions are measured at the exchange amount which is
determined by management to approximate their fair value.
NOTE 3 - CONVERTIBLE LOANS
At June 30, 2011, the Company had received advances totalling $62,472 (December
31, 2010 - $62,472).. On March 8, 2007, the Company entered into Convertible
Loan Agreements (the "Loans") with the shareholders whose Loans matured on
December 31, 2007 and required payment of all outstanding principal and interest
in full on January 2, 2008.
The Loans interest rates are 12% per annum payable in arrears upon the maturity
of the Loans. The Company accrued interest of $3,718 (2010 - $5,281) on the
loans during the six months ended June 30, 2011.
6
The Loans are convertible at the shareholders' option into common stock at the
lower of ten day average common share price immediately preceding the date of
the Loans or the ten day average common share price immediately preceding the
date that a Lender provides Notice of Conversion to the Company, but in no
circumstance at a conversion rate of less than $0.001 per common share. The
Loans are secured by the assets of the Company, and provide that in the
occurrence of certain events the Loans' maturities are accelerated. The Company
may prepay the Loans at anytime without penalty or bonus.
The ten day average share price immediately preceding the date of the loan was
equal to the share price on the agreement date. The conversion feature had no
intrinsic value and accordingly no beneficial conversion feature was recorded.
As at June 30, 2011, the Company has not repaid the Loans, nor have the
shareholders' provided a Notice of Conversion to the Company.
NOTE 4 - COMMON STOCK
The Company entered into a subscription agreement for the issuance of 2,000,000
common shares at a price of $0.005 per share in December 2007 and received
$10,000 in advance. During the year ended December 31, 2008, the Company
received an additional $10,000 in advance for the issuance of an additional
2,000,000 common shares at a price of $0.005 per share. These shares have not
been issued.
NOTE 5 - SUBSEQUENT EVENTS
March 28, 2012 -Canadian Tactical Training Academy Inc. borrowed $150,000 for 24
months. Interest of $1,562.50 is payable each month.. The loan is scheduled to
be repaid in full by March 28, 2014. The lenders will receive 100,000 common
shares of CTTA to be issued from the treasury before December 31, 2012
May 2012- 48,500,000 treasury shares were issued to five entities in return for
$97,500 paid to or on behalf of company. Cost basis is $.002.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 2011 AND 2010
Our net loss for the three months ended June 30, 2011 totalled $55,985. This
compares with our net loss of $18,719 for the three months ended June 30, 2010.
General and administrative expenses for the three months ended June 30, 2011 and
2010 were $64,681 and $15,930, respectively. The interest expense was incurred
due to advances made in the amount of $62,472. The Company entered into
Convertible Loan Agreements (the "Loans") with these lenders whose Loans matured
on December 31, 2007 and required payment of all outstanding principal and
interest in full on January 2, 2008. Interest rates are 12% per annum payable in
arrears upon the maturity of the Loans. The lenders agreed to forego interest
that accrued during 2006, and provided for interest on the outstanding Loan
balances to commence January 1, 2007. The Company accrued interest total of
$25,433 on the Loans as at June 30, 2011. As of June 30, 2011 and the date of
this report, the Company has not repaid the Loans, nor has the lender provided a
Notice of Conversion to the Company. The Company is in negotiations with the
lender to settle the Loans.
The Company had revenues for the quarter ended June 30, 2011 of $11,700.
JANUARY 1, 2007 TO JUNE 30, 2011
The net loss for the period from January 1, 2007 to June 30, 2011 being the
development stage totalled $341,458. We incurred $47,281 of the total net loss
due to interest expense on convertible loans. Amortization costs for the period
were $2,475.
Revenues from January 1, 2007 to June 30, 2011 are $22,783.
LIQUIDITY AND CAPITAL RESOURCES
The Company is planning to expand its operations into Applied Security
Technologies which will complement its training business. Research and
development activities require substantial. If we are unsuccessful in obtaining
financing and fail to achieve and sustain a profitable level of operations, we
may be unable to fully implement our business plans or continue operations.
Future financing through equity, debt or other sources could result in the
dilution of Company equity, increase our liabilities, and/or restrict the future
availability and use of cash resources. Additionally, there can be no assurance
that adequate financing will be available to us when needed or, if available,
that it can be obtained on commercially reasonable terms. If we are not able to
obtain the additional financing on a timely basis, we will be unable to execute
our business plans, and will be required to scale back the pace and magnitude of
our oil and gas prospects drilling and development initiatives. We also may not
be able to meet our vendor and service provider obligations as they become due.
In such event, we will be forced to cease our operations.
FUTURE OPERATIONS
CASH REQUIREMENTS
During the twelve month period ending December 31, 2011, we project cash
requirements of approximately $200,000 as we continue to restructure our
activities.
8
Our estimated funding needs for the next twelve months are summarized below:
Estimated Funding Required During the Twelve Month Period Ending December 31,
2011
Operating, general and administrative costs $215,000
Revenue 15,000
--------
TOTAL $200,000
========
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PURCHASE OF SIGNIFICANT EQUIPMENT
We do not intend to purchase any significant equipment over the next 12 months.
EMPLOYEES
Currently we have no full-time or part-time employees. We utilize short-term
contractors as necessary. We have entered into a Management Contract and a
Facilities Contract with our controlling stockholder. We do not expect any
material changes in the number of employees over the next 12 month period. We
expect to continue to outsource contract employment as needed.
GOING CONCERN
The accompanying financial statements have been prepared assuming we will
continue as a going concern. We incurred a net loss of $55,985 for the quarter
ended June 30, 2011 and a net loss of $18,719 for the same period in 2010.
There are no assurances that we will be able, over the next twelve months, to
either (1) achieve a level of revenues adequate to generate sufficient cash flow
from operations; or (2) obtain additional financing through either private
placement, public offerings, bank financing or shareholder advances necessary to
support Canadian Tactical Training Academy Inc.'s working capital requirements.
To the extent that funds generated from operations and any private placements,
public offerings or bank financing are insufficient, the Company will have to
raise additional working capital. No assurance can be given that additional
financing will be available, or if available, will be on terms acceptable to
Canadian Tactical Training Academy Inc. If adequate working capital is not
available, Canadian Tactical Training Academy Inc. may be required to cease its
operations.
The financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts of and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence. These conditions raise substantial doubt about our
ability to continue as a going concern. There are no definitive agreements or
arrangements for future funding.
APPLICATION OF CRITICAL ACCOUNTING POLICIES
Our financial statements and accompanying notes are prepared in accordance with
generally accepted accounting principles in the United States. Preparing
financial statements requires management to make estimates and assumptions that
affect the reported amounts of assets, liabilities, revenue, and expenses. These
estimates and assumptions are affected by management's application of accounting
policies. We believe that understanding the basis and nature of the estimates
and assumptions involved with the following aspects of our consolidated
financial statements is critical to an understanding of our balance sheet, the
statements of operations and stockholders' equity, and the cash flows statements
included elsewhere in this filing.
9
ITEM 4(T). CONTROLS AND PROCEDURES
The management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting, as required by
Sarbanes-Oxley (SOX) Section 404 A. The Company's internal control over
financial reporting is a process designed under the supervision of the Company's
Principal Executive Officer who is also our Principal Financial Officer to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of the Company's financial statements for external purposes
in accordance with U.S. generally accepted accounting principles.
As of September 30, 2010, management assessed the effectiveness of the Company's
internal control over financial reporting based on the criteria for effective
internal control over financial reporting established in Internal
Control--Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting
such assessments. Based on that evaluation, they concluded that, during the
period covered by this report, such internal controls and procedures were not
effective to detect the inappropriate application of US GAAP rules as more fully
described below. This was due to deficiencies that existed in the design or
operation of our internal control over financial reporting that adversely
affected our internal controls and that may be considered to be material
weaknesses.
The matters involving internal controls and procedures that the Company's
management considered to be material weaknesses under the standards of the
Public Company Accounting Oversight Board were: (1) inadequate segregation of
duties consistent with control objectives; (2) insufficient written policies and
procedures for accounting and financial reporting with respect to the
requirements and application of US GAAP and SEC disclosure requirements; and (3)
ineffective controls over period end financial disclosure and reporting
processes. The aforementioned material weaknesses were identified by the
Company's Principal Financial Officer in connection with the audit of our
financial statements as of December 31, 2009 and communicated the matters to our
management.
Management believes that the material weaknesses set forth in items (1), (2) and
(3) above did not have an effect on the Company's financial results.
We are committed to improving our financial organization. As part of this
commitment, we will i) create a position to segregate duties consistent with
control objectives and will increase our personnel resources and technical
accounting expertise within the accounting function when funds are available to
the Company ii) preparing and implement sufficient written policies and
checklists which will set forth procedures for accounting and financial
reporting with respect to the requirements and application of US GAAP and SEC
disclosure requirements.
Management believes that preparing and implementing sufficient written policies
and checklists will remedy the following material weaknesses (i) insufficient
written policies and procedures for accounting and financial reporting with
respect to the requirements and application of US GAAP and SEC disclosure
requirements; and (ii) ineffective controls over period end financial close and
reporting processes. Further, management believes that the hiring of additional
personnel who have the technical expertise and knowledge will result proper
segregation of duties and provide more checks and balances within the
department. Additional personnel will also provide the cross training needed to
support the Company if personnel turn over issues within the department occur.
We will continue to monitor and evaluate the effectiveness of our internal
controls and procedures and our internal controls over financial reporting on an
ongoing basis and are committed to taking further action and implementing
additional enhancements or improvements, as necessary and as funds allow. This
annual report does not include an attestation report of the Company's registered
accounting firm regarding internal control over financial reporting.
Management's report is not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission.
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ITEM 9. ACCOUNTING AND FINANCIAL DISCLOSURE
The Company had no independent accountant review the financial statements for
the quarter ended March 31, in accordance with Rule 3-11 of regulation S-X.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS
31.1 Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the U.S.
Securities Exchange Act of 1934
32.1 Section 1350 Certification of the Principal Executive Officer and
Principal Financial Officer
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: December 3, 2012 CANADIAN TACTICAL TRAINING ACADEMY
(Registrant)
By: /s/ Jocelyn Moisan
-------------------------------------
Jocelyn Moisan
President
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11
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