UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2019

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________ to ______________________

Commission file number: 000-49768

Asia Interactive Media Inc.

(Exact name of registrant as specified in its charter)

Nevada		43-195-4778
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

Level 30, Bank of China Tower,

1 Garden Road, Central Hong Kong

(Address of principal executive offices) (Zip Code)

011-852-9836-2643

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X]

Emerging growth company [ ]

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. [ ]

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

Yes [X] No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSURS:

As of May 14, 2019, the registrant’s outstanding common stock consisted of 6,534,492 shares.

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4.	Controls and Procedures	6

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	7
Item 2.	Unregistered Sales of Equity Securities	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	7

PART I – FINANCIAL INFORMATION

As used in this quarterly report, the terms “we”, “us” and “our” mean Asia Interactive Media Inc., unless otherwise indicated.

All currency references in this quarterly report are to U.S. dollars unless otherwise indicated.

Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable laws, including the securities laws of the United States, we do not intend to update any of the forward-looking statements so as to conform these statements to actual results.

This quarterly report discusses our financial condition and results of operations based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein, as well as our annual report for the year ended December 31, 2018 filed with the Securities and Exchange Commission (the “SEC”) on March 26, 2019.

Item 1. Financial Statements.

Asia Interactive Media Inc.

(Expressed in U.S. Dollars)

March 31, 2019

Balance Sheets	F–1

Statements of Operations	F–2

Statement of Stockholders’ Equity (Deficit)	F–3

Statements of Cash Flows	F–4

Notes to the Financial Statements	F–5

Asia Interactive Media Inc.

Balance Sheets

(Expressed in U.S. Dollars)

	March 31, 2019 (Unaudited) $			December 31, 2018 (Audited) $

Assets

Current Assets

Cash		2,732			6,886

Total Current Assets		2,732			6,886

Total Assets		2,732			6,886

Liabilities and Stockholders’ Equity (Deficit)

Current Liabilities

Accounts payable and accrued liabilities		18,017			14,778

Total Current Liabilities		18,017			14,778

Total Liabilities		18,017			14,778

Commitments and Contingencies (Note 1)		–			–

Stockholders’ Equity (Deficit)

Common Stock:
Authorized: 100,000,000 shares, $0.00001 par value; 6,534,492 shares issued and outstanding (Note 4)		66			66

Additional Paid-in Capital		598,734			598,734

Donated Capital		37,628			37,628

Accumulated Deficit		(651,713	)		(644,320	)

Total Stockholders’ Equity (Deficit)		(15,285	)		(7,892	)

Total Liabilities and Stockholders’ Equity		2,732			6,886

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-1

Asia Interactive Media Inc.

Statements of Operations

(Expressed in U.S. Dollars)

(Unaudited)

	Three months ended			Three months ended
	March 31, 2019			March 31, 2018
	$			$

Revenue		–			–

Operating Expenses

General and Administrative		7,393			4,458

Total Operating Expenses		7,393			4,458

Other Income		–			–

Income (Loss) Before Taxes		(7,393	)		(4,458	)

Provision for Taxes		–			–

Net Income (Loss) After Taxes		(7,393	)		(4,458	)

Net Income (Loss) Per Share – Basic and Diluted		(0.00	)		(0.00	)

Weighted Average Shares Outstanding		6,534,492			6,534,492

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-2

Asia Interactive Media Inc.

Statement of Stockholders’ Equity (Deficit)

(Expressed in U.S. Dollars)

(Unaudited)

	Three months ended March 31, 2018
					Additional
					Paid-in		Accumulated			Donated
	Shares		Amount		Capital		Deficit			Capital		Total
	#		$		$		$			$		$

Balance – January 1, 2018		6,534,492		66		598,734		(636,689	)		37,628		(261	)

Net Loss		–		–		–		(4,458	)		–		(4,458	)

Balance – March 31, 2018		6,534,492		66		598,734		(641,147	)		37,628		(4,719	)

	Three months ended March 31, 2019
					Additional
					Paid-in		Accumulated			Donated
	Shares		Amount		Capital		Deficit			Capital		Total
	#		$		$		$			$		$

Balance – January 1, 2019		6,534,492		66		598,734		(644,320	)		37,628		(7,892	)

Net Loss		–		–		–		(7,393	)		–		(7,393	)

Balance – March 31, 2019		6,534,492		66		598,734		(651,713	)		37,628		(15,285	)

F-3

Asia Interactive Media Inc.

Statements of Cash Flows

(Expressed in U.S. Dollars)

(Unaudited)

	Three months ended			Three months ended
	March 31, 2019			March 31, 2018
	$			$

Operating Activities

Net income		(7,393	)		(4,458	)

Change in operating assets and liabilities

Accounts payable and accrued liabilities		3,239			539

Net Cash From (Used in) Operating Activities		(4,154	)		(3,919	)

Net Cash Provided by (Used in) Investing Activities		–			–

Net Cash Provided by (Used in) Financing Activities		–			–

Net Increase (Decrease) in Cash		(4,154	)		(3,919	)

Cash – Beginning of Period		6,886			13,686

Cash – End of Period		2,732			9,767

Supplemental Disclosures:

Interest paid		–			–
Income tax paid		–			–

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-4

Asia Interactive Media Inc.

Notes to the Financial Statements

(Expressed in U.S. Dollars)

March 31, 2019

(Unaudited)

1.	Nature of Business and Continuance of Operations

	Asia Interactive Media Inc. (“the Company”) was incorporated on February 9, 2000 pursuant to the Laws of the State of Nevada, USA. The Company has no primary business operations. The Company was formed for the purpose of merging with, engaging in a capital stock exchange with, purchasing all or substantially all of the assets of, or engaging in any other similar business combination with one or more operating businesses. The Company provides miscellaneous consulting services, and it is management’s opinion that the consulting activities may result in opportunities for the Company through a possible merger, acquisition or business combination.

	The accompanying financial statements have been prepared using generally accepted accounting principles in the United States of America (“U.S. GAAP”) applicable for a going concern which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. At March 31, 2019, the Company had a working capital deficiency of $15,285 and has accumulated losses of $651,713 since its inception. The Company has no commitments or contingencies outstanding as at March 31, 2019. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. It is management’s plan to seek additional capital through equity and/or debt financings. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.

	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 March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019.

2.	Summary of Significant Accounting Policies

	a)	Basis of Presentation

		The accompanying financial statements have been prepared in accordance with U.S. GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the three months ended March 31, 2019 and 2018.

	b)	Use of Estimates

		The preparation of financial statements in conformity with U.S. GAAP 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

	c)	Basic and Diluted Net Income (Loss) Per Share

		The Company computes net income (loss) per share in accordance with ASC 260.10.05 which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. Basic equals dilutive due to no outstanding options or warrants.

	d)	Comprehensive Loss

		ASC 220.10.05, “Reporting Comprehensive Income”, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at March 31, 2019 and 2018, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

F-5

Asia Interactive Media Inc.

Notes to the Financial Statements

(Expressed in U.S. Dollars)

March 31, 2019

(Unaudited)

2.	Summary of Significant Accounting Policies (continued)

	e)	Cash and Cash Equivalents

		The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.

	f)	Long-Lived Assets

		In accordance with ASC 360.10.05, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the carrying value of long-lived assets is reviewed on a regular basis for the existence of facts or circumstances that may suggest impairment. The Company recognizes impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value. As at March 31, 2019 and 2018, the Company did not own any long-lived assets.

	g)	Financial Instruments

		The fair value of financial instruments, which include cash, accounts payable, accrued liabilities and due to related party, were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. Foreign currency transactions are primarily undertaken in Canadian dollars. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use hedging or derivative instruments to reduce its exposure to foreign currency risk.

	h)	Income Taxes

		Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted ASC 740.10.05 “Accounting for Income Taxes” as of its inception. Pursuant to ASC 740.10.05, the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

	i)	Foreign Currency Translation

		The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with ASC 830.10.05 “Foreign Currency Translation”, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not, to the date of these financial statements, entered into hedging or derivative instruments to offset the impact of foreign currency fluctuations.

	j)	Recent Accounting Pronouncements

		From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial statements upon adoption.

3.	Other Income

	Other income consists of income generated from consulting activities, and is generated from one customer based in Canada. Consulting activities include providing business advisory services and referral services for expansion opportunities in Asia. For the three months ended March 31, 2019 and 2018, $Nil in other income was earned.

4.	Common Stock and Additional Paid-In Capital

	Common Stock: Authorized: 100,000,000 shares, $0.00001 par value; 6,534,492 shares issued and outstanding

	There were no common stock activities for the three months ended March 31, 2019 and 2018.

5.	Subsequent Events

	Management has reviewed events between March 31, 2019 and May 14, 2019 and no significant events were identified.

F-6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Overview

We are a blank check company organized under the laws of the State of Nevada on February 9, 2000. We currently maintain a mailing address at Level 30, Bank of China Tower, 1 Garden Road, Central Hong Kong, China, and our telephone number is 011-852-9836-2643. We do not have any subsidiaries. Our fiscal year end is December 31. We were formed for the purpose of merging with, engaging in a capital stock exchange with, purchasing all or substantially all of the assets of, or engaging in any other similar business combination with one or more operating businesses.

As of March 31, 2019, we did not have any specific business combination under consideration and we had not identified any prospective target business, nor had anyone done so on our behalf. We cannot provide any assurance as to whether any proposed business combination will be feasible at all, or will be feasible on terms acceptable to us, and we have no way of forecasting whether any proposed business combination will be successfully completed on a timely basis.

We believe that the earliest we will begin generating revenues will not be until after the completion of a business combination. However, even if we successfully complete a business combination, we may not be able to achieve our anticipated business goals, gain any operating benefits or generate any profits.

We are a “shell company” as defined in Rule 405 under the Securities Act of 1933, as amended, and Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), since we have only conducted nominal operations and have nominal assets.

Results of Operations

For the Three Months ended March 31, 2019 and 2018

Revenue

We have not generated any revenue since our inception on February 9, 2000. We do not anticipate that we will earn any revenue during the current fiscal year or in the foreseeable future, as we do not have any operations and are presently engaged in seeking a business combination with a target business. We anticipate that we will incur substantial losses over the next year, unless we are able to successfully complete a business combination and develop the business of the target company.

Other Income

We did not generate any other income during the three months ended March 31, 2019 or 2018.

Expenses

During the three months ended March 31, 2019, our total operating expenses increased by $2,935 from the same period in 2018, from $4,458 to $7,393. This increase was largely due to increases in our professional fees and office and sundry expenses.

Our operating expenses consist entirely of general and administrative expenses, which include professional fees, consulting and management fees, office and sundry expenses, bank charges and interest and foreign exchange costs. Our professional fees consist of accounting, legal and audit fees. Our office and sundry expenses include communication expenses (internet, fax and telephone), office supplies, courier fees and postage costs.

Our general and administrative expenses for the three months ended March 31, 2019 consisted of $4,016 in professional fees, $1,500 in consulting and management fees, $1,530 in office and sundry expenses, $308 in bank charges and interest and $39 in foreign exchange loss. During the three months ended March 31, 2018, our general and administrative expenses included $2,584 in professional fees, $1,500 in consulting and management fees, $Nil in office and sundry expenses, $358 in bank charges and interest and $16 in foreign exchange loss.

Net Loss

During the three months ended March 31, 2019, we incurred a net loss of $7,393, compared to incurring a net loss of $4,458 during the same period in 2018. The increase in our net loss was entirely due to the increase in in our operating expenses as described above. Our net loss per share during both the three months ended March 31, 2019 and 2018 was $0.00.

Liquidity and Capital Resources

As of March 31, 2019, we had $2,732 in cash and total assets, $18,017 in current and total liabilities and a working capital deficit of $15,285. From our inception on February 9, 2000 to March 31, 2019, we raised an aggregate of $598,800 from private placements of our common stock, which, together with donated capital of $37,628, has funded our accumulated deficit of $651,713.

During the three months ended March 31, 2019 we spent $4,154 in net cash on operating activities, compared to spending $3,919 in net cash on operating activities during the same period in 2018. The increase in our spending on operating activities between the two periods was mainly due to the change in our net loss as described above as adjusted for certain changes in our accounts payable and accrued liabilities.

We did not engage in any investing or financing activities during the three months ended March 31, 2019 or 2018. Our cash holdings decreased by $4,154 during the three months ended March 31, 2019, equivalent to our spending on operating activities during the period.

We are currently reviewing businesses in relation to a potential business combination. If we are successful in consummating a business combination, we will likely incur expenses for personnel and business expansion. In order for us to attract and retain quality personnel, we anticipate that we will need to offer competitive salaries, issue common stock to consultants and employees and grant stock options. We estimate that our operating expenses over the next 12 months will be approximately $100,000, all of which will be general and administrative expenses. This estimate may change significantly depending on the nature of our future business activities and whether we continue our operations.

We are not currently in good short-term financial standing and we do not anticipate that we will earn any revenue in the near future or generate positive internal operating cash flow until we can complete a business combination. It may take several years for us to acquire an operating business, develop a business plan and generate revenue. There is no assurance we will achieve profitable operations following the completion of any business combination.

As of March 31, 2019, we had $2,732 in cash. Since we will require additional capital to fund the acquisition of an operating business, we plan to proceed by way of private placements, loans or possibly a direct offering. However, there is no assurance that we will be able to raise enough capital to meet our future cash requirements.

Going Concern

Our financial statements for the three months ended March 31, 2019 have been prepared on a going concern basis and contain an additional explanatory paragraph in Note 1 which identifies issues that raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off-Balance Sheet Arrangements

We have no off balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act, that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

As of the end of the period covered by this quarterly report, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon this evaluation, and the material weaknesses in our internal control over financial reporting identified in our annual report for the year ended December 31, 2018, our management concluded that our disclosure controls and procedures were not effective to ensure that information we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information was not accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures.

Changes in Internal Controls

During the three months ended March 31, 2019, there were no changes in our internal control over financial reporting (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act), that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

We are not aware of any legal proceedings to which we are a party or of which our property is the subject. None of our directors, officers, affiliates, any owner of record or beneficially of more than 5% of our voting securities, or any associate of any such director, officer, affiliate or security holder are (i) a party adverse to us in any legal proceedings, or (ii) have a material interest adverse to us in any legal proceedings. We are not aware of any other legal proceedings that have been threatened against us.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibit Number		Exhibit Description

31.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema

101.CAL		XBRL Taxonomy Extension Calculation Linkbase

101.DEF		XBRL Taxonomy Extension Definition Linkbase

101.LAB		XBRL Taxonomy Extension Label Linkbase

101.PRE		XBRL Taxonomy Presentation Linkbase

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: May 14, 2019	Asia Interactive Media Inc.

	By:	/s/ Ken Ng
		Ken Ng
		President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, Director

Asia Interactive Media Inc. 10-Q