Item
1.
FINANCIAL STATEMENTS
The financial statements and the
notes thereto for the six month period ended June 30, 2016 (the “Financial Statements”), attached hereto and incorporated
by this reference. The Financial Statements have been adjusted with all adjustments which, in the opinion of management, are necessary
in order to make the Financial Statements not misleading. The Financial Statements have been prepared by Transatlantic Capital
Inc., without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have
been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to
make the information presented not misleading. The Financial Statements include all the adjustments which, in the opinion of management,
are necessary for a fair presentation of financial position and results of operations. The results of operations for interim periods
are not necessarily indicative of the results to be expected for the full year.
TRANSATLANTIC
CAPITAL
INC.
(formerly
ACRO
INC.)
Condensed
Interim
Financial
Statements
As
of
June
30, 2016
CONTENTS
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Page
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Condensed Balance Sheets
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4
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June
30,
2016
and
December
31,
2015
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Condensed Statements of Operations
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5
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Three
months
and
Six
months
ended
June
30,
2016
and
2015
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Condensed Statements of Cash Flows
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6
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Six
months
ended
June
30,
2016
and
2015
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Notes to the Financial Statements
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7
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3
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TRANSATLANTIC CAPITAL INC
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(formerly ACRO INC.)
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CONDENSED BALANCE SHEETS (Unaudited)
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Jun. 30, 2016
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Dec. 31, 2015
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ASSETS
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CURRENT ASSETS:
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Cash and cash equivalents
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$
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5
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$
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463
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Total Current Assets
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$
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5
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$
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463
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TOTAL ASSETS
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$
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5
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$
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463
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
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CURRENT LIABILITIES
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Accounts payable
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$
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93,596
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$
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74,700
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Advances - related parties
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132,962
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91,588
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Total Current Liabilities
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$
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226,558
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$
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166,288
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TOTAL LIABILITIES
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$
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226,558
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$
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166,288
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STOCKHOLDERS' DEFICIT
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Preferred Stock: 50,000,000 shares authorized par value $0.001 per share; none issued and outstanding
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$
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—
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$
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—
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Common Stock: 700,000,000 shares authorized par value $0.001 per share; issued and outstanding, 21,365,622 shares at June 30, 2016 and 21,365,622 at December 31, 2015
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21,366
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21,366
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Additional paid-in-capital
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5,610,968
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5,610,968
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Deficit accumulated
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(5,858,887
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)
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(5,798,159
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)
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TOTAL STOCKHOLDERS' DEFICIT
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$
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(226,553
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)
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$
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(165,825
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)
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TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT
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$
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5
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$
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463
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The accompanying notes are an integral part of the unaudited financial statements.
4
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TRANSATLANTIC CAPITAL INC
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(formerly ACRO INC.)
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CONDENSED STATEMENTS OF OPERATIONS
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(Unaudited)
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Three Months Ended
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Six Months Ended
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Jun. 30, 2016
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Jun. 30, 2015
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Jun. 30, 2016
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Jun. 30, 2015
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Operating Expenses
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General and administrative expenses
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(15,151
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)
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(5,971
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)
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(60,728
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)
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(9,455
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)
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Total Operating Expenses
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(15,151
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)
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(5,971
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)
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(60,728
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)
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(9,455
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)
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Operating Loss
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(15,151
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)
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(5,971
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)
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(60,728
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)
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(9,455
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)
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Net Income (Loss)
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(15,151
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)
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(5,971
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)
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(60,728
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)
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(9,455
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)
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Basic and diluted net loss per common share
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(0.00)
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(0.00
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)
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(0.00
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(0.00
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Weighted average shares used in computing basic and diluted net loss per share
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21,365,622
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21,365,622
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21,365,622
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21,006,506
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The accompanying notes are an integral part of the unaudited financial statements.
5
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TRANSATLANTIC CAPITAL INC
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(formerly ACRO INC.)
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CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
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For the Six Months Ended June 30,
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2016
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2015
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net Loss
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(60,728
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(9,455
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Changes in operating assets and liabilities:
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Accounts payable and Accounts payable - related parties
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18,896
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(613
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Net cash used in operating activities
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(41,832
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(10,068
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CASH FLOWS FROM FINANCING ACTIVITIES:
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Proceeds from related party advances
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41,374
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10,068
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Net Cash Provided by Financing Activities
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41,374
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10,068
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Net increase (decrease) in cash and cash equivalents
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(458
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)
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—
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Cash and cash equivalents at beginning of the year
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463
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—
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Cash and cash equivalents at year end
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5
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—
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Supplemental disclosure of cash flow information
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Interest paid
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—
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—
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Income taxes paid
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—
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—
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Supplemental disclosure of non cash financing activity
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Debt converted into stocks
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—
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1,000
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The accompanying notes are an integral part of the unaudited financial statements.
6
TRANSATLANTIC CAPITAL INC.
(formerly ACRO INC)
Notes to the Condensed Interim Financial
Statements
As of June 30, 2016
NOTE 1 - ORGANIZATION
Organization and Line of Business
Transatlantic Capital Inc. was incorporated
on May 22, 2002, under the laws of the State of Nevada, as Medina International Corp. On May 4, 2006, the Company changed its name
to ACRO Inc., and again on May 24, 2014 to Transatlantic Capital Inc.
The Company was originally an oil and
gas consulting company in Canada and the United States that later shifted operations to Israel to engage in development of products
for the detection of military and commercial explosives for the homeland security market. On May 24, 2014 a change of control took
place and the Company changed its business model to develop and manage real estate. As a result, the Company’s address was
moved from Israel to Georgia.
The Company’s common stock was
first listed on the Over-the-Counter Bulletin Board, or “OTC Bulletin Board” in April of 2003. It now trades on the
OTCQB under the ticker symbol “TACI”.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation
The accompanying unaudited interim financial
statements of Transatlantic Capital, Inc. have been prepared in accordance with accounting principles generally accepted in the
United States of America and rules of the Securities and Exchange Commission, and should be read in conjunction with the audited
financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the period ended December
31, 2015 as filed with the SEC. 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 periods presented have been reflected
herein. The results of operations for interim periods 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
as reported in the annual report on Form 10-K have been omitted.
Going Concern
In conformity with generally accepted
accounting principles, it has been assumed that the Company will continue as a going concern. The Company, however, continues
to incur losses from operations ($60,728 in the six months ended June 30, 2016) and has a negative working capital ($226,553 in
the six months ended June 30, 2016). This raises substantial doubt about the Company's ability to continue as a going concern.
Management intends to raise financing through public equity or other means and interests that it deems necessary. These financial
statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.
NOTE 3 – RELATED PARTY TRANSACTIONS
From time to time, the Company received
advances from a stockholder, IMIR Management LLC, as a loan with no interest and due on demand. During six months ended June 30,
2016, $25,374 was loaned to the Company. As of June 30, 2016, advances from IMIR total $31,214.
On June 1, 2014, the Company executed
a funding agreement with NFA Securities L3C, a stockholder, to fund ongoing company operations with a loan of up to $150,000. During
six months ended June 30, 2016, $16,000 was loaned to the Company. As of June 30, 2016, advances from NFA total $101,748.The advances
had no interest and were due on demand.
The total related parties balance as
of June 30, 2016 and December 31, 2015 are $132,962 and $91,588, respectively.
7
Item 2.
Management’s
Discussion and Analysis of Financial Condition and Results of Operations.
Overview
Business Objective:
We are currently a shell entity.
We have no business operations or assets.
We have relied on loans from our
officers and shareholders to finance our operations. We have no commitment for additional funding. As a result, we will require
a significant cash infusion to commence operations and implement our business plan. Management’s goal is to take advantage
of opportunities in the real estate field. Our goal is to identify unique opportunities in residential and commercial properties
in the retail, office and industrial sectors throughout the United States and Canada. We intend to accomplish these goals by identifying
properties or assets which can be acquired with favorable loan to value ratios, with credit worthy tenants under long term lease
agreements.
OUR PLAN OF OPERATIONS
We will need a significant infusion
of capital, whether in the form of debt or equity financing to implement our business plan. We have no commitment for additional
funding. Without this capital infusion, it is highly unlikely that we will be able to implement our business plan.
RESULTS OF OPERATIONS
For the three and six months
ended June 30, 2016 and 2015
We did not generate any revenues
during these periods. General and administrative expenses for the three and six months ended June 30, 2016 were $15,151 and $60,728
as compared to $5,971 and $9,455 for the three and six months ended June 30, 2015. The significant increase in general and administrative
expenses for the six months ended June 30, 2016 as compared to the six months ended June 30, 2015 is primarily attributable to
legal and accounting fees incurred in connection with updating of the Company’s filings with the SEC. The Company’s
operating loss and Net Loss for the three and six months ended June 30, 2016 and 2015 was $(15,151) and $(60,728) as compared to
an operating loss of $(5,971) and $(9,455) for the three and six months ended June 30, 2015. The significant increase in our Net
Loss for the three and six months ended June 30, 2016 as compared to the comparable periods in 2015 is attributable to legal and
accounting expenses.
The basic and diluted Net Loss per
share of common stock for the three and six months ended June 30, 2016 and 2015 was $(0.00) and $(0.00).
Until such time as we can implement
our business plan we anticipate ongoing losses.
Except for Mr. Griggs, we had
no full time employees. We anticipate adding additional employees, when adequate funds are available, and will continue using independent
contractors, consultants, attorneys and accountants as necessary, to complement services rendered by our employees.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 2016 and December
31, 2015.
We had nominal assets at both June
30, 2016 and December 31, 2015. Total liabilities at June 30, 2016 were $226,558 consisting of accounts payable totaling $93,596
and advances from related parties totaling $132,962. At December 31, 2015 liabilities totaled $166,288 consisting of $74,700 in
accounts payable and $91,588 as advances from related parties.
Advances from related parties are
due on demand with no interest due on the outstanding balance. Unless our officers continue to advance funds to the Company, of
which there can be no assurance, or the Company receives an infusion of capital, it is unlikely that the Company will continue
operations.
At June 30, 2016 we had an accumulated
deficit of $(5,858,887) as compared to $(5,798,159) at December 31, 2015.
8
Going Concern Consideration
Our continuation as a going
concern is dependent upon amongst other things, securing a significant capital infusion in either the form of debt or equity financing.
Securing additional financing is dependent on a number of items outside of our control and there exists material uncertainties
that may cast significant doubt about our ability to continue as a going concern. There are no assurances that we will be able
to implement our business plan or sustain operations.
Off-Balance Sheet Arrangements
We are not currently a party to, or otherwise
involved with, any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect
on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures
or capital resources.
Item 4. Controls and Procedures
As of the end of the period covered by this Report, the Company's chief executive officer
and its principal financial officer (the “Certifying Officers”), evaluated the effectiveness of the Company's "disclosure
controls and procedures," as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. Based on that evaluation,
the Certifying Officers concluded that, as of the date of their evaluation, the Company's disclosure controls and procedures were
effective to provide reasonable assurance that information required to be disclosed in the Company's periodic filings under the
Securities Exchange Act of 1934 is accumulated and communicated to management, including these officers, to allow timely decisions
regarding required disclosure.
The Certifying Officers have also indicated
that there were no significant changes in our internal controls or other factors that could significantly affect such controls
subsequent to the date of their evaluation and there were no corrective actions with regard to significant deficiencies and material
weaknesses.
Our management does not expect that our disclosure
controls or our internal controls will prevent all errors and fraud. A control system, no matter how well conceived and operated,
can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design
of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations
include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or
mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people
or by management override of the control. The design of any systems of controls also is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals
under all potential future conditions. Because of these inherent limitations in a cost-effective control system, misstatements
due to error or fraud may occur and not be detected.
9