My City Builders (MYCB) Risk Analysis
Risk Overview Q1, 2020
Source: the company's latest filing for the period ended Apr 30, 2020, filed Jun 15, 2020
Risk Change Over Time
No filing history is available.
- Share Price & Shareholder Rights - Risk 1Because our common stock is a penny stock, you may have difficulty selling our common stock in the secondary trading market. stock.
Our common stock is a penny stock, as defined by the SEC regulations, and therefore is subject to the rules adopted by the SEC regulating broker-dealer practices in connection with transactions in penny stocks. The SEC rules may have the effect of reducing trading activity in our common stock by making it more difficult for investors to purchase and sell their shares. The SEC's rules require a broker or dealer proposing to effect a transaction in a penny stock to deliver the customer a risk disclosure document that provides certain information prescribed by the SEC, including, but not limited to, the nature and level of risks in the penny stock market. The broker or dealer must also disclose the aggregate amount of any compensation received or receivable by him in connection with such transaction prior to consummating the transaction. In addition, the SEC's rules also require a broker or dealer to make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction before completion of the transaction. The existence of the SEC's rules may result in a lower trading volume of our common stock and lower trading prices. Further, some broker-dealers will not process transactions in penny stocks.
- Corporate Activity and Growth - Risk 2As Because we are a start-up shell company, you have no way basis on which to evaluate our ability to operate profitably, and we cannot assure you that we can develop or will operate profitably. acquire a business.
We are a shell company which has not been successful in its prior business activities. As a result, you have no basis upon which to evaluate our ability to achieve our business objective of completing a business combination or developing any business. If we fail to complete a business combination, we will not generate any operating revenues. We cannot assure you that we can complete an acquisition or develop a business or ever operate profitably.
Risk Highlights Q1, 2020
Risk Word Cloud
Risk Factors Full Breakdown - Total Risks 20
- Share Price & Shareholder Rights - Risk 1Our stockholders may not be afforded an opportunity to vote on our proposed acquisition, which means we may complete an acquisition even though a majority of our stockholders do not support such an acquisition.
We may not seek a stockholder vote before we complete an acquisition unless the acquisition would require stockholder approval under applicable law or if we decide to hold a stockholder vote for business or other legal reasons. Accordingly, we may complete an acquisition even if holders of a majority of our shares do not approve of the business we acquire.
- Share Price & Shareholder Rights - Risk 2Because we do not have an authorized class of preferred stock and we have 300,000,000 authorized shares of common stock, it may be necessary for us to increase our authorized common stock and provide for a class of preferred stock in connection with any acquisition.
We do not have a class of authorized preferred stock and we have 300,000,000 authorized shares of common stock. As of February 7, 2020, we had outstanding 79,792,286 shares of common stock, and 1,500,000 shares are to be issued to our chief executive officer pursuant to his employment agreement, and 25,000,000 shares of common stock reserved for issuance upon conversion of convertible debt held by our chief executive officer. Since we do not have cash to make an acquisition, we would require equity to be issued to the owners of any business we acquire. We cannot assure you that we will have sufficient common stock available for such issuance, and it may be a condition to any acquisition that we increase our authorized common stock and/or provide for a class of preferred stock.
- Share Price & Shareholder Rights - Risk 3Because our common stock is a penny stock, you may have difficulty selling our common stock.
Our common stock is a penny stock, as defined by the SEC regulations, and therefore is subject to the rules adopted by the SEC regulating broker-dealer practices in connection with transactions in penny stocks. The SEC rules may have the effect of reducing trading activity in our common stock by making it more difficult for investors to purchase and sell their shares. The SEC's rules require a broker or dealer proposing to effect a transaction in a penny stock to deliver the customer a risk disclosure document that provides certain information prescribed by the SEC, including, but not limited to, the nature and level of risks in the penny stock market. The broker or dealer must also disclose the aggregate amount of any compensation received or receivable by him in connection with such transaction prior to consummating the transaction. In addition, the SEC's rules also require a broker or dealer to make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction before completion of the transaction. The existence of the SEC's rules may result in a lower trading volume of our common stock and lower trading prices. Further, some broker-dealers will not process transactions in penny stocks.
- Share Price & Shareholder Rights - Risk 4There is a limited market for our common stock, which may make it difficult for you to sell your stock.
Our common stock trades on the OTC Pink marketplace under the symbol JRVS. The OTC Pink market is not a national securities exchange and does not provide the benefits to stockholders which a national exchange provides. Furthermore, according to the OTC Markets website, the OTC Pink "is for all types of companies that are there by reasons of default, distress or design, which is why they are further segmented based on the level of information that they provide." There is a limited trading market for our common stock and there are frequently days on which there is no trading in our common stock. Accordingly, there can be no assurance as to the liquidity of any markets that may develop for our common stock, the ability of holders of our common stock to sell our common stock, or the prices at which holders may be able to sell our common stock. Further, because of the thin float, the reported bid and asked prices may have little relationship to the price you would pay if you wanted to buy shares or the price you would receive if you wanted to sell shares.
- Share Price & Shareholder Rights - Risk 5We do not have any independent directors.
At present, we do not have any independent directors. Our sole director is Jose Maria Eduardo Gonzalez Romero, who is our chief executive officer and chief financial officer. Because we have no independent directors, we do not have any checks and balances on Mr. Romero, which may make it difficult for us to develop internal controls and to raise money in the financial markets.
- Share Price & Shareholder Rights - Risk 6Our stock price may be volatile and your investment in our common stock could suffer a decline in value.
The dollar volume trading in our stock is low and we cannot assure you that any significant market will develop. As a result, any reported prices may not reflect the price at which you would be able to sell shares if you want to sell any shares you own or buy shares if you wish to buy share. Further, stocks with a low trading volume may be more subject to manipulation than a stock that has a significant public float. The price of our stock may fluctuate significantly in response to a number of factors, many of which are beyond our control. These factors include, but are not limited to, the following, in addition to the risks described above and general market and economic conditions: - our low stock price, which may result in a modest dollar purchase or sale of our common stock having a disproportionately large effect on the stock price; - the market's perception as to our ability to make an acquisition that can generate revenue and net income; - the market's perception as to our ability to generate positive cash flow or earnings following an acquisition or change in business; - changes in our or securities analysts' estimate of our financial performance; - our ability or perceived ability to obtain necessary financing for our operations; - the perception of the market for our the principal products which any company we may acquire or any business we may seek to develop and our ability to generate revenue and cash flow from that business or proposed business; - the risks associated with any business we may acquire or any business we may seek to develop; - the anticipated or actual results of our operations; - changes in market valuations of other companies in the our industry; - litigation or changes in regulations affecting our industry; - concern about our lack of internal controls; - any discrepancy between anticipated or projected results and actual results of our operations; - the effect or anticipated effect of changes in trade and tariffs on our business; - actions by third parties to either sell or purchase stock in quantities which would have a significant effect on our stock price; and - other factors not within our control.
- Share Price & Shareholder Rights - Risk 7Raising funds by issuing equity or convertible debt securities could dilute the net tangible book value of the common stock and impose restrictions on our working capital.
If we were to raise additional capital by issuing equity securities, either alone or in connection with a non-equity financing, the net tangible book value of the then outstanding common stock could decline. If the additional equity securities were issued at a per share price less than the market price, which is customary in the private placement of equity securities, the holders of the outstanding shares would suffer a dilution, which could be significant. We may have difficulty in raising funds through the sale of debt securities because of both our financial position, the thin market for our stock; the lack of any collateral on which a lender may place a value, and the absence of any history of revenue or operations. If we are able to raise funds from the sale of debt securities, the lenders may impose restrictions on our operations and may impair our working capital as we service any such debt obligations.
- Share Price & Shareholder Rights - Risk 8Our auditors' report includes a going concern paragraph.
Our financial statements include a going-concern paragraph. Our consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the year ended July 31, 2019, we incurred a net loss of $1,017,643. As of July 31, 2019, we had an accumulated deficit of $12,353,082 and we have earned no revenues since inception and were not engaged in an active business with the result that our accumulated deficit has increased since July 31, 2019. We intend to seek to either acquire a business or enter into a new business. However, until we engage in an active business or make an acquisition we are likely to not be able to raise any significant debt or equity financing or any funds that we may raise are likely to be on very unfavorable terms. We do not presently have the funds to pay the convertible notes which mature at various dates in 2020. Our ability to begin operations in its new business model is dependent upon, among other things, obtaining financing to commence operations and develop a business plan or making an acquisition. We cannot give any assurance as to our ability to develop or acquire a business or to operate profitably. These factors, among others, raise substantial doubt about our ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
See a full breakdown of risk according to category and subcategory. The list starts with the category with the most risk. Click on subcategories to read relevant extracts from the most recent report.