Quarterly Report (10-q)

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

 

x	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2018
	OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number  000-1658880

 

BARE METAL STANDARD, INC.

(Exact name of registrant as specified in its charter)

IDAHO

(State or other jurisdiction of incorporation or organization)

3604 S. Banner Street Boise, ID 83709

(Address of principal executive offices, including zip code.)

208-898-9379

(telephone number, including area code)

 

Check whether the issuer (1) filed all reports required to be filed by Section 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 last 90 days.  YES  o      NO  x

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

YES    o      NO x

 

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 filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer  o	Accelerated filer   o
Non-accelerated filer     x	Smaller reporting company   x
	Emerging growth company  x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   o

 

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

 YES  o       NO  x

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 31,845,000 shares of common stock as of August 14, 2019.

 

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 $0.001 per share		BRMT		OTC Markets

 

 

1

 

BARE METAL STANDARD, INC.

FINANCIAL STATEMENTS

APRIL 30, 2018

 

 

TABLE OF CONTENTS

PART I. - FINANCIAL INFORMATION
		Page
ITEM 1	FINANCIAL STATEMENTS	3
	Consolidated Balance Sheets as of April 30, 2018 (unaudited) and October 31, 2017	3
	Unaudited Consolidated Statements of Operations for the three and six month periods ended April 30, 2018 and the two month period ended April 30, 2017  (Successor) and for the one and four months ended February 28, 2017  (Predecessor)	4
	Unaudited Consolidated Statements of Cash Flows for the six month periods ended April   30, 2018  (Successor), the Two month period ended April 30, 2017 and for the four months ended February 28, 2017 (Predecessor)	5
	Notes to Interim Consolidated  Financial Statements (unaudited)	6
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
ITEM 3	Quantitative and Qualitative Disclosures about Market Risk	22
ITEM 4	Controls and Procedures	22
PART II	OTHER INFORMATION	22
ITEM 1A	Risk Factors	22
ITEM 2	Unregistered Sales of Equity Securities and Use of Proceeds	22
ITEM 6	Exhibits	22
INDEX TO EXHIBITS		22
SIGNATURES		23

 

2

 

PART I. - FINANCIAL INFORMATION

 

ITEM 1 FINANCIAL STATEMENTS 

 

Bare Metal Standards, Inc.

Consolidated Balance Sheets

(unaudited)

 

		April 30				October  31
		2018				2017
		Successor				Successor
Assets
Current assets
Cash		$	6,171			$	6,509
Accounts receivable			54,754				31,004
Accounts receivable - related parties			15,618				16,355
Inventory			24,282				31,971
Prepaid expense			3,500				-
Total current assets			104,325				85,839
Total assets		$	104,325			$	85,839
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and accrued liabilities		$	85,009			$	46,350
Customer deposit			36,000				-
Bank line of credit			34,753				-
Total current liabilities			155,762				46,350
Stockholders' (deficit) equity
Preferred stock, $0.001 par value;  20,000,000 shares authorized;
none issued and outstanding as of April 30, 2018 and October 31, 2017 respectively			-				-
Common stock, $0.001 par value; 80,000,000 shares authorized;
31,645,000   shares issued and outstanding as of April 30, 2018 and
October 31, 2017, respectively			31,645				31,645
Additional paid-in capital			321,905				321,905
Accumulated deficit			(404,987	)			(314,061	)
Total stockholders' (deficit ) equity			(51,437	)			39,489
Total liabilities and stockholders' (deficit) equity		$	104,325			$	85,839

 

(see accompanying notes to unaudited consolidated financial statements)

 

3

 

Bare Metal Standard, Inc.

Consolidated Statements of Operations

(unaudited)

 

		Three Months				Six Months				Two Months				One Month				Four Months
		Ended				Ended				Ended				Ended				Ended
		April 30, 2018				April 30, 2018				April 30, 2017				February 28, 2017				February 28, 2017
		Successor				Successor				Successor				Predecessor				Predecessor
										Restated				Restated				Restated
Revenue
Product sales and services		$	127,554			$	322,711			$	53,447				-			$	87,925
Product sales and services - related parties			51,543				118,539				34,702				-				59,363
Total revenue			179,097				441,250				88,149				-				147,288
Cost of revenue			45,837				156,663				8,020				-				-
Gross  income			133,260				284,587				80,129				-				147,288
Operating expenses
General and administrative expenses			69,867				143,814				36,424				2,706				81,543
Administrative and officer compensation			116,266				230,494				76,402				13,954				129,819
Total operating expenses			186,133				374,308				112,826				16,660				211,362
											-
Loss from operations			(52,873	)			(89,721	)			(32,697	)			(16,660	)			(64,074	)
Other expense
Interest expense			(968	)			(1,205	)			-			$	(731	)			(2,867	)
Total other expense			(968	)			(1,205	)			-				(731	)			(2,867	)
Net loss		$	(53,841	)		$	(90,926	)		$	(32,697	)		$	(17,391	)		$	(66,941	)
Basic and diluted net loss per common share		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(14.49	)		$	(55.78	)
Weighted average common shares outstanding
Basic and diluted			31,645,000				31,645,000				31,515,000				1,200				1,200

 

(see accompanying notes to unaudited consolidated financial statements)

 

4

 

Bare Metal Standard, Inc.

Consolidated Statements of Cash Flows

(unaudited)

 

		Six Months				Two Months				Four Months
		Ended				Ended				Ended
		April 30, 2018				April 30, 2017				February 28, 2017
		Successor				Successor				Predecessor
						Restated				Restated
Cash flows from operating activities
Net loss		$	(90,926	)		$	(32,697	)		$	(66,941	)
Adjustments to reconcile net loss to net cash (used
in) operating activites
Depreciation			-				-				4,639
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable			(23,750	)			(15,727	)			14,580
Decrease (increase) in accounts receivable - related parties			737				(19,872	)			177
(Increase)  in prepaid expenses			(3,500	)			-				-
(Increase) decrease in inventory			7,689				(3,734	)			-
Increase (decrease) in accounts payable			74,659				47,145				26,154
Increase (decrease) in related party accounts payable			-				-				3,438
Net cash used in operating activities			(35,091	)			(24,885	)			(17,953	)
Cash flows from financing activities
Repayment of related party note payable			-				-				(34,587	)
Proceeds received from related party note payable			-				-				2,250
Bank line of credit			36,000				-				-
Repayment of note payable			(1,247	)			-				(2,839	)
Net cash provided by (used in) financing activities			34,753				-				(35,176	)
Decrease in cash and cash equivalents			(338	)			(24,885	)			(53,129	)
Cash, beginning balance			6,509				51,547				55,456
Cash, ending balance		$	6,171			$	26,662			$	2,327
Supplementary information
Cash paid during the nine months:
Interest		$	1,205			$	-			$	2,867
Income taxes		$	-			$	-			$	-

 

(see accompanying notes to unaudited consolidated financial statements)

 

5

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

NOTE 1 - ORGANIZATION BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES  

 

The Company was incorporated, as Bare Metal Standard, Inc., (the Company) on November 12, 2015 under the laws of the State of Idaho. Bare Metal Standard provides management services for franchisees who perform fire prevention and mitigation services to commercial kitchens by cleaning their exhaust systems on a mandated schedule enforced by insurance and fire and safety prevention codes.

 

On March 1, 2017, Bare Metal Standard, Inc. entered into a Management Agreement with Taylor Brothers Holdings, Inc. which is an operating company and has common majority shareholders and directors. The officers and directors of Bare Metal Standard were officers and directors of Taylor Brothers. James Bedal and Mike Taylor have resigned their positions with Taylor Brothers and work full time for Bare Metal Standard. The agreement term has no expiration and can be terminated by the Company at any time with written notice to the other partner. As a result of the management agreement, Bare Metal is to provide, on behalf of Taylor Brothers, certain management services, having full authorization, on behalf of Taylor Brothers to provide all the services and all the activities, normally provided by Taylor Brothers, under the Taylor Brothers franchise agreements, previously entered into by Taylor Brothers and the franchisees Bare Metal became responsible for servicing franchisee agreements and receiving 100% of the revenues associated with those agreements assumed for the support and maintenance of the preexisting franchise agreements of Taylor Brothers Holdings franchisees as Taylor Brothers Holdings has ceased selling franchises. Bare Metal is due all collections from franchisees. Bare Metal Standard assumed the business operations of the existing franchise agreements while potential liabilities arising from said agreements will remain with Taylor Brothers. Additionally, on November 1, 2017 Bare Metal, entered into a royalty free license agreement with Taylor Brothers Holdings Inc. with the right to sublease, the use of Trade Name Bare Metal Standard and related industry know-how including proprietary software in exchange for a monthly fee of $2,000 paid in arrears. As a result of the above transactions with Taylor Brothers Holdings Inc., under Regulation S-X for reporting purposes Taylor Brother Holdings, Inc. is considered a business. Thus, Taylor Brothers Holdings, Inc. is viewed as Predecessor entity for reporting purposes, and Bare Metal is viewed as a Successor entity.

 

Bare Metal Standard is, currently, seeking the same management opportunities in other industries. The Company intends to sell franchises in the commercial kitchen fire prevention and mitigation services environment, but, in addition, is looking for the same opportunities in other discipline.

 

Basis of Presentation

 

The accompanying unaudited interim financial statements of Bare Metal Standard, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto for the period ended October 31, 2017 contained in the Company’s Form 10K originally filed with the Securities and Exchange Commission on September 26, 2018.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein.  The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the period ended October 31, 2017, as reported in the Company’s Form 10K, have been omitted.

 

6

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

For periods after the commencement of the Management Agreement (March 1, 2017), the Company is referred to as the Successor and its results of operations includes, the results of operations from Bare Metal Standard for the six months subsequent to October 31, 2017.   For periods previous to the inception of the Management Agreement ,  the Company is referred to as the Predecessor and its results of operations includes only Taylor Brothers Holdings Inc.  operations .  A black line separates the six months ended April 30, 2018 successor results from the two months successor plus the one and four months February 28, 2017 (predecessor) for the comparable six month period ended April 30, 2017, to highlight the lack of comparability between these periods.

 

 

Principles of Consolidation

 

The Company prepares its consolidated financial statements on the accrual basis of accounting. The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries, all of which have a fiscal year end of October 31, 2017. All intercompany accounts, balances and transactions have been eliminated in the consolidation. In March 2018, the Company formed BRMT Franchising, LLC, a Texas limited liability company that is a wholly-owned subsidiary of the Company.

 

Going Concern

 

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business.  As of April 30, 2018 the Company had accumulated losses and a net shareholder deficit. These matters, among others, raise substantial doubt about the Company's ability to continue as a going concern.

 

While the Company is attempting to increase sales and generate additional revenues, the Company's cash position may not be significant enough to support the Company's daily operations.  If the Company is unable to obtain additional financing through the issuance of debt or equity, the Company may be unable to continue as a going concern.  While the Company believes in the viability of its strategy to generate additional revenues and in its ability to raise additional funds, there can be no assurances to that effect.  The financial statements do not include any adjustments relating to the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. 

 

Restatement

 

During the year ended October 31, 2018, the Company determined that as a result of the above transactions with Taylor Brothers Holdings Inc., under Regulation S-X for reporting purposes Taylor Brother Holdings, Inc. is considered a business. Thus, Taylor Brothers Holdings, Inc. is viewed as Predecessor entity for reporting purposes, and Bare Metal is viewed as a Successor entity. Therefore, the previously reported results of operations and cash flows for the three and six months ended April 30, 2017 must be separated between Successor and Predecessor periods. The table below summarizes previously reported amounts and the restated presentation of the statement of operations and statement of cash flows:

 

7

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

		As Previously Reported				As Restated				As Restated
		Three Months				Two Months				One Month
		Ended				Ended				Ended
		April 30, 2017				April 30, 2017				February 28, 2017
Statement of Operations						Successor				Predecessor
						Restated				Restated
Revenue		$	117,201			$	53,447			$	-
Product sales and services			52,748				34,702				-
Product sales and services - related parties			169,949				88,149				-
			49,647				8,020				-
Cost of revenue			120,302				80,129				-
Gross  income
Operating expenses
General and administrative expenses			129,202				36,424				2,706
Administrative and officer compensation			-				76,402				13,954
Total operating expenses			129,202				112,826				16,660
			-				-
Loss from operations			(8,900	)			(32,697	)			(16,660	)
Other expense			-				-				(731	)
Interest expense			-				-				(731	)
Net loss		$	(8,900	)		$	(32,697	)		$	(17,391	)
Basic and diluted net loss per common share		$	(0.00	)		$	(0.00	)		$	(14.49	)
Weighted average common shares outstanding Basic and diluted			31,515,000				31,515,000				1,200

 

8

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

		As Previously Reported				As Restated				As Restated
		Six Months				Two Months				Four Months
		Ended				Ended				Ended
		April 30, 2017				April 30, 2017				February 28, 2017
Statement of Operations						Successor				Predecessor
						Restated				Restated
Revenue		$	119,862			$	53,447			$	87,925
Product sales and services			58,826				34,702				59,363
Product sales and services - related parties			178,688				88,149				147,288
			56,872				8,020				-
Cost of revenue			121,816				80,129				147,288
Gross  income
Operating expenses
General and administrative expenses			155,724				36,424				81,543
Administrative and officer compensation			-				76,402				129,819
Total operating expenses			155,724				112,826				211,362
			-				-
Loss from operations			(33,908	)			(32,697	)			(64,074	)
Other expense			-				-				(2,867	)
Interest expense			-				-				(2,867	)
Net loss		$	(33,908	)		$	(32,697	)		$	(66,941	)
Basic and diluted net loss per common share		$	(0.00	)		$	(0.00	)		$	(55.78	)
Weighted average common shares outstanding Basic and diluted			31,505,939				31,515,000				1,200

 

9

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

		As Previously Reported				As Restated				As Restated
		Six Months				Two Months				Four Months
		Ended				Ended				Ended
		April 30, 2017				April 30, 2017				February 28, 2017
		Successor				Successor				Predecessor
						Restated				Restated
Cash flows from operating activities
Net loss		$	(33,908	)		$	(32,697	)		$	(66,941	)
Adjustments to reconcile net loss to net cash (used
in) operating activites
Depreciation			-				-				4,639
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable			(60,210	)			(15,727	)			14,580
Decrease (increase) in accounts receivable - related parties			(19,872	)			(19,872	)			177
(Increase)  in prepaid expenses			-				-				-
(Increase) decrease in inventory			(15,301	)			(3,734	)			-
Increase (decrease) in accounts payable			48,465				47,145				26,154
Increase (decrease) in related party accounts payable			-				-				3,438
Net cash used in operating activities			(80,826	)			(24,885	)			(17,953	)
Cash flows from financing activities
Repayment of related party note payable			-				-				(34,587	)
Proceeds received from related party note payable			-				-				2,250
Bank line of credit			-				-				-
Repayment of note payable			-				-				(2,839	)
Cash received from sale of common stock			20,000				-
Net cash provided by (used in) financing activities			20,000				-				(35,176	)
Decrease in cash and cash equivalents			(60,826	)			(24,885	)			(53,129	)
Cash, beginning balance			87,488				51,547				55,456
Cash, ending balance		$	26,662			$	26,662			$	2,327
Supplementary information
Cash paid during the nine months:
Interest		$	-			$	-			$	2,867
Income taxes		$	-			$	-			$	-

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES 

 

This summary of significant accounting policies is presented to assist the reader in understanding and evaluating the Company's financial statements.  These accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements

 

10

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

Use of Estimates 

 

The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.  The more significant estimates and assumptions made by management include allowance for doubtful accounts, inventory valuation, and provision for excess or expired inventory, depreciation of property and equipment, realization of long-lived assets and fair market value of equity instruments issued for goods or services.  

 

Accounts Receivable and Allowance for Doubtful Accounts 

 

The Company's accounts receivable consists, of amounts  owing by franchisees for monthly royalty commitments and for product sales to customers, including the cost of freight incurred to ship the product and other services provided by virtue of the management agreement with Taylor Brothers. Accounts receivable are stated at the amount  management expects to collect from the outstanding balances. Accounts receivable as of April 30, 2018, (successor) consists of $54,754 due from non-related parties and $15,618 due from Taylor Brothers, Inc. a related party. Receivables at October 31, 2017 successor consists of $31,004 due from non-related parties and $16,335 from Taylor Brothers, Inc. a related party.

 

An allowance for doubtful accounts will be provided for those accounts receivable considered to be uncollectable based on historical experience, and management's evaluation at the end of the period.  Bad debts are written off against the allowance when identified. Bare Metal (successor) determined that no allowance was necessary for the six months ended April 30, 2018 (successor), nor the year ended October 31, 2017. 

 

 

 

Revenue Recognition 

 

The Company's revenue is derived from the sale of products, services and training to support the franchisees under its Management agreement with Taylor Brothers, as a percentage of franchisees’ revenue invoiced to their clients, plus specific charges for software usage, sale of consumables and consulting services.  The Company recognizes revenue when it is realized or realizable and earned, and therefore only recognizes revenue when a franchise agreement has been entered into and the franchise fee received. The Company recognizes revenue from the sale of products, royalties, and services when the product has been shipped or the services have been provided in accordance with the contract entered into with the customer. Payments received in advance of satisfaction of the relevant criteria for revenue recognition are recorded as advances from customers. The Company has no responsibility for collections, of trade debt, owed to a franchisee by the franchisees’ clients and therefore will not create an allowance for potential uncollectable obligations owing to it by the franchisee, unless it is determined that the franchisee will default on its obligation the Company. In accordance with the guidance in FASB Topic ASC 605,  Revenue Recognition , the Company recognizes revenue when (a) persuasive evidence of an arrangement exists, (b) delivery has occurred or services have been rendered, (c) the fee is fixed or determinable, and (d) collectability is reasonable assured. 

 

11

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

 New Accounting Pronouncements

 

The Financial Accounting Standards Board, or FASB, has issued Accounting Standards Update No. 2014-09, Revenue from contracts with Customers (Topic 606), or ASU 606. ASU 606 provides guidance outlining a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers in an amount that supersedes most current revenue recognition guidance. This guidance requires us to recognize revenue when we transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We are required to adopt ASU 606 at the beginning of our first quarter of fiscal 2019. The new guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. The new guidance may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of the adoption. The Company adopted this guidance on November 1, 2018. The primary impact expected on the Company’s financial statements at adoption is that future franchise license fees received will initial be deferred and revenue recognized ratably over the expected license period. The Company expects to utilize the cumulative effect approach of adopting ASC 606, but does not expect a material impact to the Company’s financial statements due to the Company currently earning revenues from the products, services and training to support the franchisees under its Management agreement with Taylor Brothers, as a percentage of franchisees’ revenue invoiced to their clients, plus specific charges for software usage, sale of consumables and consulting services. These revenue streams are not expected to have a material change in accounting method from adopting ASC 606.  

 

 

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (ASU 2016-02). Under ASU No. 2016-2, an entity will be required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU No. 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements.

 

In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” The amendments in this update simplify several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company adopted the new guidance on November 1, 2017, with no material impact to the Company’s financial statements.

 

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. This new standard clarifies the definition of a business and provides a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. The Company adopted this standard on November 1, 2018 and there was no material impact to the Company’s financial statements.

 

12

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718) - Improvements to Nonemployee Share-Based Payment Accounting, which aligns the accounting for share-based payment awards issued to employees and nonemployees. Under ASU No. 2018-07, the existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. This standard will be effective for the Company on November 1, 2019, and the Company is currently evaluating the potential impact on its financial statements.

 

 

 

  NOTE 2 – MAJOR CUSTOMERS AND ACCOUNTS RECEIVABLE

 

Concentration of revenue and related party revenue-

 

During the three months ended April 30, 2018 Bare Metal Standard (successor) invoiced royalties and sold product and services, including freight, totaling $51,543 or 29% of its total revenue, to one related company, Taylor Brothers Inc. and $127,554 of non-related party revenue or 41%, 28%, 11% to three non-related parties. During the two months ended April 30, 2017, Bare Metal recognized $53,447 of non-related party revenue with 42%, 18%, 17% and 16% to four non-related parties, and $34,702 to one related party, Taylor Brothers, Inc.

 

During the six months ended April 30, 2018 Bare Metal Standard (successor) invoiced royalties and sold product and services, including freight, totaling $118,539 or 27% of its total revenue, to one related company, Taylor Brothers Inc. and $322,711 of non-related party revenue or 41% 18%, 14% and 11%, to four non-related parties. During the one month ended February 28, 2017, Taylor Brothers, Inc. (predecessor) had no revenue. During the four months ended February 28, 2017, Taylor Brothers Holdings (Predecessor) invoiced $58,741 of nonrelated party revenue, or (34%,21%,19% and 18%), respectively, to four unrelated parties, and $59,363 or 41% to one related party.

 

 Concentration of accounts receivable and related party accounts receivable-

 

Receivables arising from sales of the Company's products are not collateralized. As of April 30, 2018, total accounts receivable were $70,372 of which $15,618 was owed by a related party. As of April 30, 2018, two customers represented approximately $26,114 and 13,893, or 48%, and 25%, respectively of non-related accounts receivable.  As of October 31, 2017, total accounts receivable were $47,359 of which $16,355 was owed by a related party.

 

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BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

NOTE 5 – LOANS PAYABLE

 

On November 14, 2017 the Company opened a line of credit with a bank in the amount of $40,000 bearing interest at the bank prime rate plus 8.5%. The Company is required to make monthly minimum payments based on the current balance outstanding on the line of credit. On April 30, 2018 there was $34,753 outstanding.

 

NOTE 6 - RELATED PARTY TRANSACTIONS

 

The Company has revenue transactions with related parties, and accounts receivable balances from those related parties. See Note 2 and 4. Additionally, the Company has no written employee agreement with its officers or directors. From time to time, the Company may award bonuses to those officers or directors for performance.

 

We have entered into an agreement with Taylor Brothers Inc. (a company with common officers and shareholders) to use three of their offices. The rent will be $5,000 per month, when Bare Metal Standard completes required funding to support ongoing operations.

 

The related party payable, in the amount of $1,924, Taylor Brothers Holdings, (Predecessor) resulted from the acquisition of supplies and products from two related companies. A total of $1,760 owing to Taylor Brothers Distributing, Inc. was repaid in two installments on November 11 and November 16, 2016. The remaining total, of $164, was repaid to a Taylor Brothers, Inc. a franchisee on November 14, 2016.

 

  NOTE 7 – STOCKHOLDER'S EQUITY 

 

Preferred Stock 

 

The Company is authorized to issue 20,000,000 shares of preferred stock, par value of $0.001. There are none issued.

 

Common Stock 

 

The Company is authorized to issue 80,000,000 shares of common stock, $0.001 par value. None were issued during the six months ended April 30, 2018.

 

 

NOTE 8 – COMMON STOCK WARRANTS 

 

Between March 1, 2017 and October 31, 2017 the Company did not sell any commons stock units. Each unit outstanding as of October 31, 2017 consists of one share of our common stock, and one warrant to purchase, for $2.00 one share of common stock within 24 months of issuance. The warrants vested upon grant date and will expire between February 8, 2018 and October 31, 2018. 120,000 expired during the three months ended April 30, 2018.

 

14

 

BARE METAL STANDARD, INC.

Notes to Financial Statements

(unaudited)

 

A summary of our stock warrant activity for the period from November 1, 2017 through April 30, 2018 is as follows:

 

		Warrants			Weighted Average Exercise Price			Weighted Average Remaining Life
Outstanding at beginning of period - October 31, 2017		515,000			2.00			0.65
Expired during the six months ended April 30, 2018		(120,000)			2.00			-
Outstanding at end of period - April 30  2018		395,000			2.00			0.29
Exercisable at end of period - April 30, 2018		395,000			2.00			0.29

 

The warrants outstanding and exercisable as of April 30, 2018 had no intrinsic value..

 

  NOTE 9 – COMMITMENTS AND CONTINGENCIES 

 

Management agreement 

 

On March 1, 2017, the Company entered into a management agreement with Taylor Brothers Holdings, Inc. to provide all of the services and to conduct all of the activities that were agreed to be undertaken by Taylor Brothers under the Franchise Agreements for providing certain administrative support, including Franchisee training, development of operations manuals and other materials for use by Taylor Brothers’ franchisees; and develop and establish support infrastructures that the Company determines are necessary and appropriate to satisfy Taylor Brothers obligations under the Franchise Agreements. In consideration of the services provided Bare Metal shall be responsible to invoice and collect, per the terms of the Franchise Agreements, under management. All fees so collected will constitute the fees owing under the management agreement. The Agreement does not have a termination date but may be cancelled by either party with appropriate notice.

 

 

NOTE 10 – SUBSEQUENT EVENTS

 

 On June 13, 2018 the Company borrowed $100,000 from a non-related investor. The note is repayable over 10 years with payments of $1,434 at an interest cost of 12%. The note is collateralized by 200,000 units of the Company’s common stock, which consist of one share of common stock and one warrant to purchase a share of common stock at $2 per share with a term of two years. On July 31, 2018 the note had been reduced by $435.

 

On July 10, 2018 the Company borrowed $5,000 from a related party. The note is unsecured, bears interest at 7%, and is repayable by 36 equal monthly payments of $154 principal and interest. On July 31, 2018 the balance was reduced by $125.

  

On December 24, 2018, our chief executive officer loaned the Company $21,000. The loan has a maturity date of December 20, 2020, and bears interest at 7%, with monthly payments of $940. The Company has made payments of $4,117 against this note payable to date.

 

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ITEM 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

 

This section of this report includes a number of forward- looking statements 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 certainty 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.

 

Results of Operations

 

Successor and Predecessor Financial Presentation

 

The following discussion of the financial condition and results of operations should be read in conjunction with the financial statements included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future.

 

For the three and six months ended April 30, 2018 and the two months ended April 30, 2017, Bare Metal Inc. (Successor) and the one month and four months ended February 28, 2017 (Predecessor):

 

On March 1, 2017, we entered into a management agreement with Taylor Brothers Holdings Inc., which is an operating company and has common majority shareholders and directors. The officers and directors of Bare Metal Standard were officers and directors of Taylor Brothers. James Bedal and Mike Taylor have resigned their positions with Taylor Brothers and work full time for Bare Metal Standard. The agreement term has no expiration and can be terminated by the Company at any time with written notice to the other partner. As a result of the management agreement, Bare Metal is to provide, on behalf of Taylor Brothers, certain management services, having full authorization, on behalf of Taylor Brothers to provide all the services and all the activities, normally provided by Taylor Brothers, under the Taylor Brothers franchise agreements, previously entered into by Taylor Brothers and the franchisees. Bare Metal became responsible for servicing franchisee agreements and receiving 100% of the revenues associated with those agreements assumed for the support and maintenance of the preexisting franchise agreements of Taylor Brothers Holdings franchisees as Taylor Brothers Holdings has ceased selling franchises. Bare Metal is due all collections from franchisees. Bare Metal Standard assumed the business operations of the existing franchise agreements while potential liabilities arising from said agreements will remain with Taylor Brothers. Additionally, on November 1, 2017 Bare Metal, entered into a royalty free license agreement with Taylor Brothers Holdings Inc. with the right to sublease, the use of Trade Name Bare Metal Standard and related industry know-how including proprietary software in exchange for a monthly fee of $2,000 paid in arrears. As a result of the above transactions with Taylor Brothers Holdings Inc., under Regulation S-X for reporting purposes Taylor Brother Holdings Inc. is considered a business. Thus, Taylor Brothers Holdings Inc. is viewed as Predecessor entity for reporting purposes, and Bare Metal is viewed as a Successor entity. For purposes of the following discussion, we compare the results of Bare Metal Standard Inc. for the three and six months ended April 30, 2018 to the results of Taylor Brothers Holdings for the one month and four months ended February 28, 2017 and the results of Bare Metal Standard Inc. for the two months ended April 30, 2017.  A black line separates the Predecessor and Successor financial statements to highlight the lack of comparability between these periods.

 

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Revenue  

 

During the three months and six months ended April 30, 2018, Bare Metal (Successor) generated franchise fee revenue, from non-related parties of $127,554 and $322,711, respectively, compared to $53,447 generated by Bare Metal (successor) during the two months ended April 30, 2017 and $-0- and $87,925, respectively, generated by Taylor Brothers Holdings (Predecessor) during the one month and four months ended February 28, 2017. During the three months and six months ended April 30, 2018, Bare Metal (Successor) generated $51,543 and $118,539, respectively, from related party franchisees while Bare Metal (Successor) generated $34,702 from related parties during the two months ended April 30, 2017 and Taylor Brothers Holdings (Predecessor) generated $-0- and $59,363, respectively, from related parties during the one month and four months ended February 28, 2017. Total revenue from franchise fees, from all franchisees, totaled $179,097 and $441,250, respectively, for the three months and six months ended April 30, 2018 compared to $88,149 for the two months ended April 30, 2017 and $-0- and $147,288 for the one month and four months ended February 28, 2017. Both revenue from related party franchisees and organic growth from other franchisees increased.

     

For the three months and six months ended April 30, 2018, Bare Metal (Successor) experienced a net loss of $53,841 and $90,926, respectively, as compared to a Bare Metal (successor) net loss of $32,697 for the two months ended April 30, 2017 and a Taylor Brothers Holdings (Predecessor) net loss of $17,391 and $66,941 for the one month and four months ended February 28, 2017. This primarily resulted from higher revenues being more than offset by higher general & administrative expenses. The higher level of general and administrative expense is likely to continue given the costs of maintaining the company as a public company.

   

Bare Metal (Successor) generated total revenues of $179,097 and $441,250 for the three months and six months ended April 30, 2018 compared to $88,149 of total revenue generated by Bare Metal (Successor) during the two months ended April 30, 2017 and $-0- and $147,288 total revenue generated by Taylor Brothers (Predecessor) during the one month and four months ended February 28, 2017. At April 30, 2018, Bare Metal (Successor) had an accumulated deficit of $404,987. There can be no assurances that the Company can achieve or sustain profitability or that the Company's operating losses will not increase in the future.

 

Liquidity and Capital Resources

 

The Company is authorized to issue 20,000,000 shares of its $0.001 par value preferred shares and 80,000,000 shares of its $0.001 par value common stock. As of April 30, 2018, the Company has 31,645,000 shares of common stock issued and outstanding. As of April 30, 2018, the Company had current assets of $104,325 and current liabilities of $155,762. 

 

  The Company has limited financial resources available, which has had an adverse impact on the Company's liquidity, activities and operations. In order for the Company to remain a going concern it will need to find additional capital or generate revenues. Additional working capital may be sought through additional debt or equity private placements, additional notes payable to banks or related parties (officers, directors or stockholders), or from other available funding sources at market rates of interest, or a combination of these. The ability to raise necessary financing will depend on many factors, including the nature and prospects of any business to be acquired and the economic and market conditions prevailing at the time financing is sought. No assurances can be given that any necessary financing can be obtained on terms favorable to the Company, or at all. 

 

17

 

Management believes the Company has sufficient cash assets, coupled with Managements’ ability to provide additional funds through the sale of equity securities, to fund its operations and keep the Company fully reporting for the next twelve (12) months.

 

Working Capital

 

Bare Metal (Successor) as of April 30, 2018 had current assets of $104,325 and current liabilities of $155,762 or working capital deficit of ($51,437) compared to current assets of $85,839 and current liabilities of $46,350 or working capital of $39,489, at October 31, 2017. The reduction in working capital results from an increase in current assets being more than offset by increases in accounts payable and in the amount of short term borrowings, including a bank line of credit.

 

Operating Activities

 

During the six months ended April 30, 2018, Bare Metal (Successor) utilized cash in the amount of $35,091, to pay for operating activities, compared to $24,885 of cash used in the two months ended April 30, 2017 by Bare Metal (Successor) and the $17,953 used by Taylor Brothers (Predecessor) operations during the four months ended February 28, 2017.

 

Investing Activities

 

Neither Bare Metal (Successor) nor Taylor Brothers (Predecessor) generated any funds from investing activities during the six months ended April 30, 2018, the two months ended April 30, 2017 nor the four months ended February 28, 2017 (Predecessor).

 

Financing Activities  

 

During the six months ended April 30, 2018 Bare Metal (Successor) received $34,753 of cash from financing activities, compared to a net repayment of $35,176 by Taylor Brothers (Predecessor) during the four months ended February 28, 2017. The Bare Metal (Successor) cash flow from financing activities during the six months ended April 30, 2018 was from proceeds of $36,000 from the bank line of credit partially offset by repayments on notes payable of $1,247. During the four months ended February 28, 2017, the negative cash flow from financing activities resulted from repayment of $34,587 of a related party note payable, $2,839 of payments on third party loans, partially offset by $2,250 in proceeds from related party notes payable.

  

Plan of Operation

 

Bare Metal’s (Successor) plan of operation is to provide franchise opportunities in the services of commercial kitchen grease exhaust systems (GES) as well as providing franchisee management systems in other industries. As of April 30, 2018, we had $6,171 cash on hand and accounts receivable of $54,754 plus $15,618 accounts receivable from a related party. Management believes, without any additional funding or revenues, the Company has to continue to sell equity securities to finance its operations and continued growth. We will apply any proceeds from future revenues to help cover our expenditures. At this time, management anticipates it will be required to seek outside funding to keep its business operational for the next twelve months, and will continue its efforts to seek additional funding.

 

18

 

Future funding could result in potentially dilutive issuances of equity securities, the incurrence of debt, contingent liabilities and/or amortization expenses related to goodwill and other intangible assets, which could materially adversely affect the Company's business, results of operations and financial condition. Any future acquisitions of other businesses, technologies, services or product(s) might require the Company to obtain additional equity or debt financing, which might not be available on terms favorable to the Company, or at all, and such financing, if available, might be dilutive.

  

Going Concern

 

Our independent auditors included an explanatory paragraph in their report on the October 31, 2017 audited financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors. Our ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and our ability to achieve and maintain profitable operations.

 

Therefore, management plans to raise equity capital to finance the operating and capital requirements of the Company. While the Company is devoting its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

 

Summary of any product research and development that we will perform for the term of our plan of operation.

 

We do not anticipate performing any product research and development under our current plan of operation.

 

Expected purchase or sale of plant and significant equipment.

        

We do not anticipate the purchase or sale of any plant or significant equipment; as such items are not required by us at this time.

 

Significant changes in the number of employees.

 

As of April 30, 2018, Bare Metal (Successor) had four full time employees and two officers. We are dependent upon our two officers for our future business development. As our operations expand we anticipate the need to hire additional employees, consultants and professionals; however, the exact number is not quantifiable at this time. 

  

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results or operations, liquidity, capital expenditures or capital resources that is material to investors. 

 

Critical Accounting Policies and Estimates

 

Revenue Recognition: The Company's revenue is derived from the sale of franchises, and products, services and the training necessary to support the franchisees under its Management agreement with Taylor Brothers, and a percentage of franchisees’ revenue invoiced to their clients, plus specific charges for software usage, sale of consumables and consulting services. 

 

19

 

The Company recognizes revenue when it is realized or realizable and earned, and therefore only recognizes revenue when a franchise agreement has been entered into and the franchise fee received. The Company recognizes revenue from the sale of products, royalties, and services when the product has been shipped or the services have been provided in accordance with the contract entered into with the customer. Payments received in advance of satisfaction of the relevant criteria for revenue recognition are recorded as advances from customers. The Company has no responsibility for collections, of trade debt, owed to a franchisee by the franchisees’ clients and therefore will not create an allowance for potential uncollectable obligations owing to it by the franchisee, unless it is determined that the franchisee will default on its obligation the Company. In accordance with the guidance in FASB Topic ASC 605,  Revenue Recognition , the Company recognizes revenue when (a) persuasive evidence of an arrangement exists, (b) delivery has occurred or services have been rendered, (c) the fee is fixed or determinable, and (d) collectability is reasonable assured.

 

New Accounting Standards

 

The Financial Accounting Standards Board, or FASB, has issued Accounting Standards Update No. 2014-09, Revenue from contracts with Customers (Topic 606), or ASU 606. ASU 606 provides guidance outlining a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers in an amount that supersedes most current revenue recognition guidance. This guidance requires us to recognize revenue when we transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We are required to adopt ASU 606 at the beginning of our first quarter of fiscal 2019. The new guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. The new guidance may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of the adoption. The Company adopted this guidance on November 1, 2018. The primary impact expected on the Company’s financial statements at adoption is that future franchise license fees received will initial be deferred and revenue recognized ratably over the expected license period. The Company expects to utilize the cumulative effect approach of adopting ASC 606, but does not expect a material impact to the Company’s financial statements due to the Company currently earning revenues from the products, services and training to support the franchisees under its Management agreement with Taylor Brothers, as a percentage of franchisees’ revenue invoiced to their clients, plus specific charges for software usage, sale of consumables and consulting services. These revenue streams are not expected to have a material change in accounting method from adopting ASC 606.   

 

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (ASU 2016-02). Under ASU No. 2016-2, an entity will be required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU No. 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements.

 

20

 

In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” The amendments in this update simplify several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company adopted the new guidance on November 1, 2017, with no material impact to the Company’s financial statements.

 

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. This new standard clarifies the definition of a business and provides a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. The Company adopted this standard on November 1, 2018 and there was no material impact to the Company’s financial statements.

 

In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718) - Improvements to Nonemployee Share-Based Payment Accounting, which aligns the accounting for share-based payment awards issued to employees and nonemployees. Under ASU No. 2018-07, the existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. This standard will be effective for the Company on November 1, 2019, and the Company is currently evaluating the potential impact on its financial statements.

 

Summary of Significant Accounting Policies

 

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ("GAAP"). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our consolidated financial statements.

 

Our significant accounting policies are summarized in Note 2 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our results of operations, financial position or liquidity for the periods presented in this report.

 

21

 

ITEM 3.        QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ITEM 4.        CONTROLS AND PROCEDURES.

 

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report.  Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures during such period were not effective.

 

 

Changes in Internal Control over Financial Reporting 

 

Other than as set forth above, there have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) 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.

 

PART II. OTHER INFORMATION

 

ITEM 1A.     RISK FACTORS

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None 

 

ITEM 6.        EXHIBITS.

 

The following documents are included herein:

 

Exhibit No.	Document Description
31.1	Certification of Principal Executive, Financial and Accounting Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Principal Executive, Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101*	Interactive data files pursuant to Rule 405 of Regulation S-T

  

 

*Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 14 ^th day of August, 2019.

  

 

	BARE METAL STANDARD INC.
	BY:	James Bedal
	/s/	James Bedal
		Principal Executive Officer
		Principal Financial Officer and
		Principal Accounting Officer

 

 

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