10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended October 31, 2023

Commission file number: 0-27511

PEREGRINE INDUSTRIES, INC.

(Exact Name Of Registrant As Specified In Its Charter)

Florida	65-0611007
(State of Incorporation)	(I.R.S. Employer Identification No.)
4525 W. Reno Avenue, Suite A5 Las Vegas, Nevada	89118
(Address of Principal Executive Offices)	(ZIP Code)

Registrant’s Telephone Number, Including Area Code: (702) 888 1798

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 ☒ No ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer (as defined in Rule 12b-2 of the Exchange Act) or a smaller reporting company.

Large accelerated filer	☐	Smaller reporting company	☒
Accelerated filer	☐	Emerging growth company	☒
Non-accelerated Filer	☒

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). ☒

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. ☒

On October 31, 2023 the Registrant, PGID, had 252,124,221 shares of common stock outstanding.

TABLE OF CONTENTS

Item	Description	Page
	PART I - FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS.		3
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATIONS.		4
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.		5
ITEM 4.	CONTROLS AND PROCEDURES.		5
	PART II - OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS.		6
ITEM 1A.	RISK FACTORS.		6
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.		6
ITEM 3.	DEFAULT UPON SENIOR SECURITIES.		6
ITEM 4.	MINE SAFETY DISCLOSURE.		6
ITEM 5.	OTHER INFORMATION.		6
ITEM 6.	EXHIBITS.		7

2

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS 

Condensed Balance Sheets (unaudited) – October 31,  2023 and (audited) July 31, 2023	F-1
Condensed Statements of Operations (unaudited)– Three  Months Ended October 31, 2023 and 2022	F-2
Condensed Statements of Shareholder Equity (unaudited) –Three  Months October 31, 2023 and 2022	F-3
Condensed Statements of Cash Flows (unaudited) – Three  Months Ended October  31, 2023 and 2022	F-4
Notes to Interim Financial Statements (unaudited)	F-5

3

Peregrine Industries, Inc.
Balance Sheets
(unaudited)
	October 31			July 31
	2023			2023
Assets
Current assets
Cash and cash equivalents	$	350,628		$	397,465
Accounts receivable		16,916			18,116
Inventory		600,803			601,105
Prepaid expenses and other current assets		2,892			4,248
Total current assets		971,239			1,020,934
Long term assets
Patents - cost		262,507			262,007
Right of use asset		7,745			12,314
Total long term assets		270,252			274,321
Total assets	$	1,241,491		$	1,295,255
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and accrued expenses		3,219		$	2,604
Current portion of lease liability		7,934			12,614
Current portion of long term loan		3,612			3,612
Total current liabilities		14,765			18,830
Long term liabilities
SBA loan		120,649			113,088
Total long term liabilities		120,649			113,088
Stockholders' equity
Preferred stock, $0.0001 par value;  5,000,000  authorized;
none issued and outstanding as of  October 31 and  July 31, 2023 , respectively		-			-
Common stock, $0.0001 par value; 500,000,000 shares authorized; 252,124,221
shares issued and outstanding as of October 31, 2023 and  July 31, 2023		25,212			25,212
Additional paid in capital		5,966,279			5,966,279
Accumulated deficit		(4,885,414	)		(4,828,154	)
Total stockholders' equity		1,106,077			1,163,337
Total liabilities and stockholders' equity	$	1,241,491		$	1,295,255
(see accompanying notes which are  an integral part of these unaudited financial statements)

F-1

Peregrine Industries, Inc.
Statement of Operations
(unaudited)
	For the Three Months Ended
	October 31
	2023			2022
Revenue, net	$	5,433		$	3,953
		5,433			3,953
Cost of sales
Product cost		2,501			877
Cost of sales		2,501			877
Gross profit		2,932			3,076
Operating expenses
Amortization and inventory impairment		-			47,356
General and administrative expenses		38,920			52,229
Salary and payroll costs		21,272			18,685
Total operating expenses		60,192			118,270
Loss from operations		(57,260	)		(115,194	)
Other expense
Patent impairment		-			3,725
Total other expense		-			3,725
Net loss  for the year	$	(57,260	)	$	(118,921	)
Basic and diluted loss per share	$	(0.00	)	$	(0.00	)
Weighted average shares outstanding
Basic and diluted		252,124,200			250,606,392
(see accompanying notes which are  an integral part of these unaudited financial statements)

F-2

Peregrine Industries, Inc.
Statements of Stockholders' Equity
For theThree Months Ended October 31, 2023 and 2022
(unaudited)
	Common Shares		Par Value		Additional Paid in Capital		Accumulated Deficit			Total Equity
Balances, July 31, 2023		252,124,221	$	25,212	$	5,966,279	$	(4,828,154	)	$	1,163,337
Loss for the three months		-		-		-		(57,260	)		(57,260	)
Balances, October 31, 2023		252,124,221	$	25,212	$	5,966,279	$	(4,885,414	)	$	1,106,077
Balances, July 31. 2022		251,024,200	$	25,102	$	5,941,389	$	(4,434,068	)	$	1,532,423
Loss for the three months		-		-		-	$	(118,921	)	$	(118,921	)
Balances, October 31, 2022		251,024,200	$	25,102	$	5,941,389	$	(4,552,989	)	$	1,413,502
(see accompanying notes which are  an integral part of these unaudited financial statements)

F-3

Peregrine Industries, Inc.
Statements of Cash Flow
(unaudited)
	For the Three Months  Ended
	October 31
	2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(57,260	)		(118,921	)
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Inventory impairment		-			47,356
Patent impairment		-			3,725
Depreciation		-			3,464
Amortization of right of use asset		4,569			4,181
Changes in operating assets and liabilities
Decrease (increase) in inventory		302			563
Decrease  in accounts receivable		1,200			2,261
Increase  in prepaid expenses and other current assets		1,356			8,717
Increase in accounts payable and accrued expenses		615			14,662
Decrease in Operating lease liabilities		(4,680	)		(4,493	)
Cash provided by (used in) operating activities		(53,898	)		(38,485	)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash used to acquire patents		(500	)		(2,700	)
Cash used in investing activities		(500	)		(2,700	)
CASH FLOWS FROM FINANCING ACTIVITIES		-			-
Cash flows provided by financing activities		-			-
NET (DECREASE) INCREASE IN CASH		(54,398	)		(41,185	)
Cash at beginning of period		397,465			572,972
Cash at end of period	$	350,628			531,787
(see accompanying notes which are  an integral part of these unaudited financial statements)

F-4

NOTE 1 - ORGANIZATION AND OPERATIONS:

Peregrine Industries, Inc. (the "Company") was formed on October 1, 1995 for the purpose of manufacturing residential pool heaters. The Company was formerly located in Deerfield Beach, Florida. Products were primarily sold throughout the United States, Canada, and Brazil. In June 2002, the Registrant and its subsidiaries filed a petition for bankruptcy in the U.S. Bankruptcy Court for the Southern District of Florida. At present, the Company has no business operations and is deemed to be a shell company. The Company had a change in control on July 8, 2013 as a result of the sale by our former principal shareholders, Richard Rubin, Thomas J. Craft, Jr. and Ivo Heiden, of their 324,000 shares of common stock, representing approximately 61.8% of the Company's outstanding common stock, to Dolomite Industries Ltd ("Dolomite"). In connection with the private sale of their shares of common stock to Dolomite on July 2, 2013, Messrs. Rubin and Heiden agreed to waive a total of $224,196 in liabilities owed to them at June 30, 2013. In connection with the change of control transaction, two former principal shareholders transferred and assigned all $195,000 of their two convertible notes to three unaffiliated third parties and one affiliated party. See also note 3. On June 12, 2017, the Board of Directors of the Registrant appointed Mr. Zohar Shpitz as Chief Financial Officer (CFO) of the Registrant. Mr. Shpitz was appointed as CFO in connection with the resignation of Mr. Ofer Naveh as the Registrant's CFO, effective June 19, 2017.  On July 21, 2017, new management acquired, 22,477,843 or 97.7% of the issued common restricted shares.  The new management is developing a business plan which they anticipate implementing within the current fiscal year.

On September 3, 2021, through our wholly owned subsidiary Mace Merger, Corp., Mace, Corporation was merged into our Company, through the issuance to each shareholders of one share of Peregrine, Industries for each four share of Mace, Corporation which they held. A total of 250,000,000 were issued. The 22,477,843 shares held, by the new management, per the above paragraph, were returned to the Company for cancelation.

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES:

Basis of Presentation

The accompanying unaudited interim financial statements of Peregrine Industries, 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 year ended July 31, 2023 contained in the Company’s Form 10K originally filed with the Securities and Exchange Commission on October 27, 2023.  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 this 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 July 31, 2023 as reported in the Company’s Form 10K, have been omitted.

F-5

Use of Estimates:

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

 Land and Building

On October 28, 2021, Mace Corporation completed the sale of its land and building, located at 9171 W Flamingo Rd., Las Vegas, Nevada.  Net proceeds of $632,629, resulting from the sale price of $679,000, were held in escrow and received by the Company on November 2, 2021.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are stated at the amount management expects to collect from outstanding balances. Accounts receivable as of October 31, 2023, and July 31, 2023 were $16,916 and $18,116, respectively. An allowance for doubtful accounts will be provided for those accounts receivable considered to be uncollectable based on historical experience and management’s evaluation of outstanding accounts receivable at the end of the period. Management has reviewed the current accounts receivable and has concluded that no allowance was necessary as of October 31, 2023 and July 31, 2023.  Bad debts, when identified, will be written off against the allowance..

Inventory

As at October 31, 2023 and July 31, 2023, respectively, the Company had $600,803 and $601,105 worth of inventory, stated at the lower of cost or market, valued on an average cost basis. The inventory is reviewed at least quarterly and adjusted for discrepancies. Managements’ evaluation was that impairment of $47,356 was required on October 31, 2022, and an additional $134,315 during the three months ended April 30, 2023.  No additional impairment was deemed necessary at October 31, 2023.

Prepaid Expenses

Prepaid expenses, totaling $2,892 and $4,248 at October 31, 2023 and July 31, 2023 respectively consist of cash paid in advance for services to be provided.

Production Molds

The building of production molds is outsourced to specialists and is recorded at the total cost to acquire each. The molds are built to specifications that include the number of parts anticipated to be produced. The cost of the mold is depreciated on a straight line basis over 5 years. Cost of repairs and maintenance will be expensed as incurred. The value of each mold is reviewed quarterly and will be impaired, when necessary, based on managements’ valuation of the molds continuing viability. Depreciation of $359,040 has been recorded through January 31, 2023. Because the molds were fully depreciated no depreciation was recorded for three months ended October 31, 2023 compared to $3,464 for the three months ended October 31, 2022.

F-6

Patents

Patent costs consist of the legal fees paid to prepare, file and process the patent applications. Patents will be amortized, utilizing the straight line method, over the useful life of the patent and will be reviewed quarterly to determine if impairment is required. Research and development costs are not included in the cost of patents, and, are expensed as incurred.  Our company paid $500 new patent fees during the three months ended October 31, 2023 compared to $2,700 new patent fees and determined that $3,725 be impaired during the three months ended October 31, 2022.   

Income taxes

The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change.

Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.

The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of October 31, 2023, the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company.

The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months.

The Company classifies tax-related penalties and net interest as income tax expense. As of October 31, 2023, no income tax expense has been incurred.

NOTE 3 – GOING CONCERN:

The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business for the foreseeable future. The Company has accumulated losses aggregating $4,885,414 and $4,828,154 as of October 31, 2023, and July 31, 2023, respectively.   During the three months ended October, 2023, the Company recorded a loss of $57,260, compared to a net loss of $118,921 for the three months ended October 31, 2022. The financial statements do not include any adjustment relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

F-7

The Company is taking appropriate action to provide the necessary capital to continue its operations. These steps include, but are not limited to; 1) implementation of a new business plan; 2) focus on sales to minimize the need for capital at this stage; 3) raising equity financing; 4) continuous focus on reductions in cost where possible.

NOTE 4 – COMMITMENTS AND CONTINGIES

Leases

Prior to April 1, 2022, our office was located in 9171 W Flamingo Rd, Las Vegas. We sold the property on October 28, 2021 and subsequently signed a lease agreement for the same building for approximately 8 months from October 28, 2021 to June 30, 2022.  No ASC Topic 842 was implemented under this agreement since it’s under 1 year. Effective April 1, 2022, we moved to 4525 W Reno Avenue, Las Vegas under a 24-month rental agreement covering April 1, 2022 through March 31, 2024, with an initial monthly rental rate of $1,525 in the first year increasing to a monthly rate of $1,600 in second year. At October 31, 2023, in accordance with ASC Topic 842, we recognized a right of use (“ROU”) asset of $7,745 and an operating lease liability of $7,934. The lease liability is determined by discounting the future lease payments under the lease terms and applying a 5% per annum discount rate to determine the current lease liability.

Supplemental balance sheet information related to operating leases is as follows:

F-8

	October 31, 2023
Right-of-use assets	$	7,745
Total	$	7,745
Operating lease liabilities, current	$	7,934
Operating lease liabilities, non-current	$	-
Total operating lease liabilities	$	7,934
Operating lease cost	$	4,688
Total lease cost	$	4,688
Weighted average discount rate		5.00	%
Weighted average remaining lease terms (years)		0.42
Future minimum lease payment
5 months ending March 1, 2024	$	8,000
Total	$	8,000
Inputed interest	$	(146	)
Total lease liabilities	$	7,854

F-9

U.S. Small Business Administration Loan and Agreement

On February 19, 2022 the U.S. Small Business Administration authorized a secured loan, in the amount of $116,800, to Mace Corporation.   The loan balance, bearing interest of 3.75%, with payments of $602 per month beginning 24 months after the aforementioned date, will be due and payable in 30 years.

NOTE 5 – STOCKHOLDERS’ DEFICIT:

Common Stock          

The articles of incorporation authorize the issuance of 500,000,000 shares of common stock, par value $0.0001. All issued shares of common stock are entitled to one vote per share of common stock.  Effective July 31, 2021, the Company issued 250,000,000 common restricted shares to the Mace shareholders to acquire 100% of the Mace Corporation.  The Company’s controlling shareholders, simultaneously, returned, for cancellation, their 22,477,843 common shares.

During December 2022, the Company sold 1,000,000 of its common restricted shares, for $10,000 cash, or $0.01 per share and also issued, for compensation, 100,000 common restricted shares recorded at a cost of $0.15 per share.

On March 28, 2023, the Company issued 100,000 common restricted shares to an existing investor, in settlement of a dispute, recorded at a cost of $0.15 per share.

Preferred Stock

The articles of incorporation authorize the issuance of 5,000,000 shares of preferred stock with a par value of $0.0001 per share. None are issued. 

NOTE 6 – SUBSEQUENT EVENTS:

Subsequent to October 31, 2023 and through the date when this report was completed, the Company has evaluated subsequent events through the date the financial statements were issued and has not identified any reportable events.

F-10

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

Some of the statements contained in this quarterly report of Peregrine Industries, Inc. (hereinafter the “Company”, “We” or the “Registrant”) discuss future expectations, contain projections of our plan of operation or financial condition or state other forward-looking information. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They use of words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. From time to time, we also may provide forward-looking statements in other materials we release to the public.

Recent Developments

On July 17, 2017, Peregrine Industries, Inc., issued a total of 22,477,843 of its restricted common shares, par value $0.0001, to Dolomite Holdings Ltd., the corporate parent and principal shareholder of the Registrant. The Shares were issued upon the conversion by Dolomite, effective July 14, 2017, of principal and accrued interest owed by the Registrant to Dolomite evidenced by convertible notes and other short-term debt in the aggregate amount of $443,800, representing all of the liabilities of the Registrant at its fiscal year-ended June 30, 2017. The issuance of the Shares was made in reliance upon the exemptions provided in Section 4(2) of the Securities Act of 1933, as amended and Regulation S promulgated by the United States Securities and Exchange Commission under the Securities Act of 1933, as amended.

Effective July 21, 2017, Dolomite sold, transferred and assigned a total of 22,477,843 restricted shares of the Registrant’s common stock, par value $0.0001, that it acquired upon the conversion of all liabilities owed by the Registrant to Dolomite, to four persons, none of whom were affiliated with the Registrant or with Dolomite. The 22,477,843 Shares represented in excess of 97% of the Registrant’s total issued and outstanding Shares at July 21, 2017, on which date the Registrant had one remaining liability of $1,024.

On July 30, 2021, through our wholly owned subsidiary Mace Merger, Corp., Mace, Corporation was merged into our Company, through the issuance to each shareholders of one share of Peregrine, Industries for each four share of Mace, Corporation which they held. A total of 250,000,000 were issued. The 22,477,843 shares held per the above paragraph were returned to the Company for cancelation.

Overview

Although our activities have been related to seeking new business opportunities, new management is developing a business plan, based on the manufacture and sale of products, in addition to those possessed by the target acquisition, designed for use by babies, which it intends to implement within the current fiscal year.

4

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. Since its inception, the Company has been engaged in a variety of activities, including developing its business plan. As a result, the Company incurred accumulated net losses through October 31, 2023 of $4,885,414 compared to $4,828,154 on July 31, 2023.

Results of Operations during the 3 month period ended October 31, 2023 as compared to the 3 month period ended October 31, 2022.

During the three months ended October 31, 2023, Mace generated revenue, of $5,433 from the sale of its baby products compared to $3,953 during the three months ended October 31, 2022. During the same period gross margin for the three months ended October 31, 2023 was $2,932 compared to $3,076 for the three months ended October 31, 2022. Overhead during the same three month period was $60,192, compared to $118,270, including $47,356 depreciation and inventory impairment, for the previous year’s three months. The land and building occupied by the Companies administrative offices was sold on October 30, 2021 for $679,000 resulting in a cash receipt $632,629 on November 1, 2021 and a profit of $198,204.

Liquidity and Capital Resources

On October 31, 2023 we had $350,628 cash on hand, compared to cash on hand of $397,465 at July 31, 2023, both of which included $632,629 received on November 1, 2021 as proceeds from the sale of the building.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have not entered into, and do not expect to enter into, financial instruments for trading or hedging purposes.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures.

As of October 31, 2023 the Company’s chief executive officer and chief financial officer conducted an evaluation regarding the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act. Based upon the evaluation of these controls and procedures as provided under the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework (2013), our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were ineffective as at April 30, 2023. Management has identified corrective actions for the weakness and will periodically re-evaluate the need to add personnel and implement improved review procedures during the fiscal year ended July 31, 2024.

Changes in internal controls.

During the quarterly period covered by this report, no changes occurred in our internal control over financial reporting that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

5

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part 1, “Item 1. Description of Business, subheading Risk Factors” in our Annual Report on Form 10-K for the year ended July 31, 2023 which could materially affect our business, financial condition or future results.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

None.

ITEM 5. OTHER INFORMATION

None.

6

ITEM 6. EXHIBITS

(a) The following documents are filed as exhibits to this report on Form 10-Q or incorporated by reference herein. Any document incorporated by reference is identified by a parenthetical reference to the SEC filing that included such document.

Exh. No.	Description
31.1	Certification of CEO pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of CFO pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of CEO pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of CFO pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

7

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned.

PEREGRINE INDUSTRIES INC.

By:	/s/ Miaohong Hanson
	Miaohong Hanson
	Chief Executive Officer and Chairman
	(Principal Executive Officer)

Date: December 8, 2023

8

EX-31.1

EXHIBIT 31.1

PEREGRINE INDUSTRIES, INC.

OFFICER’S CERTIFICATE PURSUANT TO SECTION 302

I, Miaohong Hanson certify that:

1.	I have reviewed this Form 10-Q of Peregrine Industries, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: December 8, 2023

By:	/s/ Miaohong Hanson
	Miaohong Hanson
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

PEREGRINE INDUSTRIES, INC.

OFFICER’S CERTIFICATE PURSUANT TO SECTION 302

I, Ronaldo Panida certify that:

1.	I have reviewed this Form 10-Q of Peregrine Industries, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: December 8, 2023

By:	/s/ Ronaldo Panida
	Ronaldo Panida
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

PEREGRINE INDUSTRIES, INC.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Peregrine Industries, Inc. (the Registrant) on Form 10-Q for the period ended October 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Miaohong Hanson, Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to Miaohong Hanson and will be retained by Peregrine Industries and furnished to the Securities and Exchange Commission or its staff upon request.

Dated: December 8, 2023

By:	/s/ Miaohong Hanson
	Miaohong Hanson
	Chief Executive Officer
	(Principal Executive Officer)

EX-32.2

EXHIBIT 32.2

PEREGRINE INDUSTRIES, INC.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Peregrine Industries, Inc. (the Registrant) on Form 10-Q for the period ended October 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, T Ronaldo Panida Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to Ronaldo Panida and will be retained by Peregrine Industries, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

Dated: December 8, 2023

By:	/s/ Ronaldo Panida
	Rinaldo Panida
	Chief Financial Officer

XML

Cover	3 Months Ended
	Oct. 31, 2023 shares
Cover [Abstract]
Entity Registrant Name	PEREGRINE INDUSTRIES, INC.
Entity Central Index Key	0001061164
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--07-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Oct. 31, 2023
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Entity Ex Transition Period	true
Entity Common Stock Shares Outstanding	252,124,221
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	0-27511
Entity Incorporation State Country Code	FL
Entity Tax Identification Number	65-0611007
Entity Address Address Line 1	4525 W. Reno Avenue
Entity Address Address Line 2	Suite A5
Entity Address City Or Town	Las Vegas
Entity Address State Or Province	NV
Entity Address Postal Zip Code	89118
City Area Code	702
Local Phone Number	888 1798

XML

Balance Sheets - USD ($)	Oct. 31, 2023	Jul. 31, 2023
Current assets
Cash and cash equivalents	$ 350,628	$ 397,465
Accounts receivable	16,916	18,116
Inventory	600,803	601,105
Prepaid expenses and other current assets	2,892	4,248
Total current assets	971,239	1,020,934
Long term assets
Patents - cost	262,507	262,007
Right of use asset	7,745	12,314
Total long term assets	270,252	274,321
Total assets	1,241,491	1,295,255
Current liabilities
Accounts payable and accrued expenses	3,219	2,604
Current portion of lease liability	7,934	12,614
Current portion of long term loan	3,612	3,612
Total current liabilities	14,765	18,830
Long term liabilities
SBA loan	120,649	113,088
Total long term liabilities	120,649	113,088
Stockholders' equity
Preferred stock, $0.0001 par value; 5,000,000 authorized; none issued and outstanding as of October 31 and July 31, 2023 , respectively	0	0
Common stock, $0.0001 par value; 500,000,000 shares authorized; 252,124,221 shares issued and outstanding as of October 31, 2023 and July 31, 2023	25,212	25,212
Additional paid in capital	5,966,279	5,966,279
Accumulated deficit	(4,885,414)	(4,828,154)
Total stockholders' equity	1,106,077	1,163,337
Total liabilities and stockholders' equity	$ 1,241,491	$ 1,295,255

XML

Balance Sheets (Parenthetical) - $ / shares	Oct. 31, 2023	Jul. 31, 2023
Balance Sheets
Preferred stock, par value per share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	252,124,221	252,124,221
Common stock, shares outstanding	252,124,221	252,124,221

XML

Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
Statements of Operations (Unaudited)
Revenue, net	$ 5,433	$ 3,953
Revenue	5,433	3,953
Cost of sales
Product cost	2,501	877
Cost of sale	2,501	877
Gross profit	2,932	3,076
Operating expenses
Amortization and inventory impairment	0	47,356
General and administrative expenses	38,920	52,229
Salary and payroll costs	21,272	18,685
Total operating expenses	60,192	118,270
Loss from operations	(57,260)	(115,194)
Other expense
Patent impairment	0	3,725
Total other expense	0	3,725
Net loss for the year	$ (57,260)	$ (118,921)
Basic and diluted loss per share	$ (0.00)	$ (0.00)
Weighted average shares outstanding
Basic and diluted	252,124,200	250,606,392

XML

Statements of Stockholders' Equity (Unaudited) - USD ($)	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Balance, shares at Jul. 31, 2022		251,024,200
Balance, amount at Jul. 31, 2022	$ 1,532,423	$ 25,102	$ 5,941,389	$ (4,434,068)
Loss for the three months	(118,921)	$ 0	0	(118,921)
Balance, shares at Oct. 31, 2022		251,024,200
Balance, amount at Oct. 31, 2022	1,413,502	$ 25,102	5,941,389	(4,552,989)
Balance, shares at Jul. 31, 2023		252,124,221
Balance, amount at Jul. 31, 2023	1,163,337	$ 25,212	5,966,279	(4,828,154)
Loss for the three months	(57,260)	$ 0	0	(57,260)
Balance, shares at Oct. 31, 2023		252,124,221
Balance, amount at Oct. 31, 2023	$ 1,106,077	$ 25,212	$ 5,966,279	$ (4,885,414)

XML

Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ (57,260)	$ (118,921)
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Inventory impairment	0	47,356
Patent impairment	0	3,725
Depreciation	0	3,464
Amortization of right of use asset	4,569	4,181
Changes in operating assets and liabilities
Decrease (increase) in inventory	302	563
Decrease in accounts receivable	1,200	2,261
Increase in prepaid expenses and other current assets	1,356	8,717
Increase in accounts payable and accrued expenses	615	14,662
Decrease in Operating lease liabilities	(4,680)	(4,493)
Cash provided by (used in) operating activities	(53,898)	(38,485)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash used to acquire patents	(500)	(2,700)
Cash used in investing activities	(500)	(2,700)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash flows provided by financing activities	0	0
NET (DECREASE) INCREASE IN CASH	(54,398)	(41,185)
Cash at beginning of period	397,465	572,972
Cash at end of period	$ 350,628	$ 531,787

XML

ORGANIZATION AND OPERATIONS

3 Months Ended

Oct. 31, 2023

ORGANIZATION AND OPERATIONS

ORGANIZATION AND OPERATIONS

NOTE 1 - ORGANIZATION AND OPERATIONS:

Peregrine Industries, Inc. (the "Company") was formed on October 1, 1995 for the purpose of manufacturing residential pool heaters. The Company was formerly located in Deerfield Beach, Florida. Products were primarily sold throughout the United States, Canada, and Brazil. In June 2002, the Registrant and its subsidiaries filed a petition for bankruptcy in the U.S. Bankruptcy Court for the Southern District of Florida. At present, the Company has no business operations and is deemed to be a shell company. The Company had a change in control on July 8, 2013 as a result of the sale by our former principal shareholders, Richard Rubin, Thomas J. Craft, Jr. and Ivo Heiden, of their 324,000 shares of common stock, representing approximately 61.8% of the Company's outstanding common stock, to Dolomite Industries Ltd ("Dolomite"). In connection with the private sale of their shares of common stock to Dolomite on July 2, 2013, Messrs. Rubin and Heiden agreed to waive a total of $224,196 in liabilities owed to them at June 30, 2013. In connection with the change of control transaction, two former principal shareholders transferred and assigned all $195,000 of their two convertible notes to three unaffiliated third parties and one affiliated party. See also note 3. On June 12, 2017, the Board of Directors of the Registrant appointed Mr. Zohar Shpitz as Chief Financial Officer (CFO) of the Registrant. Mr. Shpitz was appointed as CFO in connection with the resignation of Mr. Ofer Naveh as the Registrant's CFO, effective June 19, 2017.  On July 21, 2017, new management acquired, 22,477,843 or 97.7% of the issued common restricted shares.  The new management is developing a business plan which they anticipate implementing within the current fiscal year.

On September 3, 2021, through our wholly owned subsidiary Mace Merger, Corp., Mace, Corporation was merged into our Company, through the issuance to each shareholders of one share of Peregrine, Industries for each four share of Mace, Corporation which they held. A total of 250,000,000 were issued. The 22,477,843 shares held, by the new management, per the above paragraph, were returned to the Company for cancelation.

XML

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Oct. 31, 2023

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES:

Basis of Presentation

The accompanying unaudited interim financial statements of Peregrine Industries, 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 year ended July 31, 2023 contained in the Company’s Form 10K originally filed with the Securities and Exchange Commission on October 27, 2023.  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 this 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 July 31, 2023 as reported in the Company’s Form 10K, have been omitted.

Use of Estimates:

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

 Land and Building

On October 28, 2021, Mace Corporation completed the sale of its land and building, located at 9171 W Flamingo Rd., Las Vegas, Nevada.  Net proceeds of $632,629, resulting from the sale price of $679,000, were held in escrow and received by the Company on November 2, 2021.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are stated at the amount management expects to collect from outstanding balances. Accounts receivable as of October 31, 2023, and July 31, 2023 were $16,916 and $18,116, respectively. An allowance for doubtful accounts will be provided for those accounts receivable considered to be uncollectable based on historical experience and management’s evaluation of outstanding accounts receivable at the end of the period. Management has reviewed the current accounts receivable and has concluded that no allowance was necessary as of October 31, 2023 and July 31, 2023.  Bad debts, when identified, will be written off against the allowance..

Inventory

As at October 31, 2023 and July 31, 2023, respectively, the Company had $600,803 and $601,105 worth of inventory, stated at the lower of cost or market, valued on an average cost basis. The inventory is reviewed at least quarterly and adjusted for discrepancies. Managements’ evaluation was that impairment of $47,356 was required on October 31, 2022, and an additional $134,315 during the three months ended April 30, 2023.  No additional impairment was deemed necessary at October 31, 2023.

Prepaid Expenses

Prepaid expenses, totaling $2,892 and $4,248 at October 31, 2023 and July 31, 2023 respectively consist of cash paid in advance for services to be provided.

Production Molds

The building of production molds is outsourced to specialists and is recorded at the total cost to acquire each. The molds are built to specifications that include the number of parts anticipated to be produced. The cost of the mold is depreciated on a straight line basis over 5 years. Cost of repairs and maintenance will be expensed as incurred. The value of each mold is reviewed quarterly and will be impaired, when necessary, based on managements’ valuation of the molds continuing viability. Depreciation of $359,040 has been recorded through January 31, 2023. Because the molds were fully depreciated no depreciation was recorded for three months ended October 31, 2023 compared to $3,464 for the three months ended October 31, 2022.

Patents

Patent costs consist of the legal fees paid to prepare, file and process the patent applications. Patents will be amortized, utilizing the straight line method, over the useful life of the patent and will be reviewed quarterly to determine if impairment is required. Research and development costs are not included in the cost of patents, and, are expensed as incurred.  Our company paid $500 new patent fees during the three months ended October 31, 2023 compared to $2,700 new patent fees and determined that $3,725 be impaired during the three months ended October 31, 2022.   

Income taxes

The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change.

Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.

The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of October 31, 2023, the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company.

The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months.

The Company classifies tax-related penalties and net interest as income tax expense. As of October 31, 2023, no income tax expense has been incurred.

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GOING CONCERN

3 Months Ended

Oct. 31, 2023

GOING CONCERN

GOING CONCERN

NOTE 3 – GOING CONCERN:

The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business for the foreseeable future. The Company has accumulated losses aggregating $4,885,414 and $4,828,154 as of October 31, 2023, and July 31, 2023, respectively.   During the three months ended October, 2023, the Company recorded a loss of $57,260, compared to a net loss of $118,921 for the three months ended October 31, 2022. The financial statements do not include any adjustment relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

The Company is taking appropriate action to provide the necessary capital to continue its operations. These steps include, but are not limited to; 1) implementation of a new business plan; 2) focus on sales to minimize the need for capital at this stage; 3) raising equity financing; 4) continuous focus on reductions in cost where possible.

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COMMITMENTS AND CONTINGENCIES

3 Months Ended

Oct. 31, 2023

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGIES

NOTE 4 – COMMITMENTS AND CONTINGIES

Leases

Prior to April 1, 2022, our office was located in 9171 W Flamingo Rd, Las Vegas. We sold the property on October 28, 2021 and subsequently signed a lease agreement for the same building for approximately 8 months from October 28, 2021 to June 30, 2022.  No ASC Topic 842 was implemented under this agreement since it’s under 1 year. Effective April 1, 2022, we moved to 4525 W Reno Avenue, Las Vegas under a 24-month rental agreement covering April 1, 2022 through March 31, 2024, with an initial monthly rental rate of $1,525 in the first year increasing to a monthly rate of $1,600 in second year. At October 31, 2023, in accordance with ASC Topic 842, we recognized a right of use (“ROU”) asset of $7,745 and an operating lease liability of $7,934. The lease liability is determined by discounting the future lease payments under the lease terms and applying a 5% per annum discount rate to determine the current lease liability.

Supplemental balance sheet information related to operating leases is as follows:

	October 31, 2023
Right-of-use assets	$	7,745
Total	$	7,745
Operating lease liabilities, current	$	7,934
Operating lease liabilities, non-current	$	-
Total operating lease liabilities	$	7,934
Operating lease cost	$	4,688
Total lease cost	$	4,688
Weighted average discount rate		5.00	%
Weighted average remaining lease terms (years)		0.42
Future minimum lease payment
5 months ending March 1, 2024	$	8,000
Total	$	8,000
Inputed interest	$	(146	)
Total lease liabilities	$	7,854

U.S. Small Business Administration Loan and Agreement

On February 19, 2022 the U.S. Small Business Administration authorized a secured loan, in the amount of $116,800, to Mace Corporation.   The loan balance, bearing interest of 3.75%, with payments of $602 per month beginning 24 months after the aforementioned date, will be due and payable in 30 years.

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STOCKHOLDERS DEFICIT

3 Months Ended

Oct. 31, 2023

STOCKHOLDERS DEFICIT

STOCKHOLDERS DEFICIT

NOTE 5 – STOCKHOLDERS’ DEFICIT:

Common Stock          

The articles of incorporation authorize the issuance of 500,000,000 shares of common stock, par value $0.0001. All issued shares of common stock are entitled to one vote per share of common stock.  Effective July 31, 2021, the Company issued 250,000,000 common restricted shares to the Mace shareholders to acquire 100% of the Mace Corporation.  The Company’s controlling shareholders, simultaneously, returned, for cancellation, their 22,477,843 common shares.

During December 2022, the Company sold 1,000,000 of its common restricted shares, for $10,000 cash, or $0.01 per share and also issued, for compensation, 100,000 common restricted shares recorded at a cost of $0.15 per share.

On March 28, 2023, the Company issued 100,000 common restricted shares to an existing investor, in settlement of a dispute, recorded at a cost of $0.15 per share.

Preferred Stock

The articles of incorporation authorize the issuance of 5,000,000 shares of preferred stock with a par value of $0.0001 per share. None are issued. 

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SUBSEQUENT EVENTS

3 Months Ended

Oct. 31, 2023

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 6 – SUBSEQUENT EVENTS:

Subsequent to October 31, 2023 and through the date when this report was completed, the Company has evaluated subsequent events through the date the financial statements were issued and has not identified any reportable events.

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BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Oct. 31, 2023

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited interim financial statements of Peregrine Industries, 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 year ended July 31, 2023 contained in the Company’s Form 10K originally filed with the Securities and Exchange Commission on October 27, 2023.  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 this 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 July 31, 2023 as reported in the Company’s Form 10K, have been omitted.

Use of Estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Land and Building

On October 28, 2021, Mace Corporation completed the sale of its land and building, located at 9171 W Flamingo Rd., Las Vegas, Nevada.  Net proceeds of $632,629, resulting from the sale price of $679,000, were held in escrow and received by the Company on November 2, 2021.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are stated at the amount management expects to collect from outstanding balances. Accounts receivable as of October 31, 2023, and July 31, 2023 were $16,916 and $18,116, respectively. An allowance for doubtful accounts will be provided for those accounts receivable considered to be uncollectable based on historical experience and management’s evaluation of outstanding accounts receivable at the end of the period. Management has reviewed the current accounts receivable and has concluded that no allowance was necessary as of October 31, 2023 and July 31, 2023.  Bad debts, when identified, will be written off against the allowance..

Inventory

As at October 31, 2023 and July 31, 2023, respectively, the Company had $600,803 and $601,105 worth of inventory, stated at the lower of cost or market, valued on an average cost basis. The inventory is reviewed at least quarterly and adjusted for discrepancies. Managements’ evaluation was that impairment of $47,356 was required on October 31, 2022, and an additional $134,315 during the three months ended April 30, 2023.  No additional impairment was deemed necessary at October 31, 2023.

Prepaid Expenses

Prepaid expenses, totaling $2,892 and $4,248 at October 31, 2023 and July 31, 2023 respectively consist of cash paid in advance for services to be provided.

Production Molds

The building of production molds is outsourced to specialists and is recorded at the total cost to acquire each. The molds are built to specifications that include the number of parts anticipated to be produced. The cost of the mold is depreciated on a straight line basis over 5 years. Cost of repairs and maintenance will be expensed as incurred. The value of each mold is reviewed quarterly and will be impaired, when necessary, based on managements’ valuation of the molds continuing viability. Depreciation of $359,040 has been recorded through January 31, 2023. Because the molds were fully depreciated no depreciation was recorded for three months ended October 31, 2023 compared to $3,464 for the three months ended October 31, 2022.

Patents

Patent costs consist of the legal fees paid to prepare, file and process the patent applications. Patents will be amortized, utilizing the straight line method, over the useful life of the patent and will be reviewed quarterly to determine if impairment is required. Research and development costs are not included in the cost of patents, and, are expensed as incurred.  Our company paid $500 new patent fees during the three months ended October 31, 2023 compared to $2,700 new patent fees and determined that $3,725 be impaired during the three months ended October 31, 2022.   

Income taxes

The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change.

Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.

The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of October 31, 2023, the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company.

The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months.

The Company classifies tax-related penalties and net interest as income tax expense. As of October 31, 2023, no income tax expense has been incurred.

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COMMITMENTS AND CONTINGENCIES (Tables)

3 Months Ended

Oct. 31, 2023

COMMITMENTS AND CONTINGENCIES

Summary of operating lease liability

	October 31, 2023
Right-of-use assets	$	7,745
Total	$	7,745
Operating lease liabilities, current	$	7,934
Operating lease liabilities, non-current	$	-
Total operating lease liabilities	$	7,934
Operating lease cost	$	4,688
Total lease cost	$	4,688
Weighted average discount rate		5.00	%
Weighted average remaining lease terms (years)		0.42
Future minimum lease payment
5 months ending March 1, 2024	$	8,000
Total	$	8,000
Inputed interest	$	(146	)
Total lease liabilities	$	7,854

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ORGANIZATION AND OPERATIONS (Details Narrative) - USD ($)	1 Months Ended
	Jul. 21, 2017	Oct. 31, 2023	Jul. 31, 2023	Sep. 03, 2021	Jul. 08, 2013	Jun. 30, 2013
Equity ownership percenatge					61.80%
Common stock shares		252,124,221	252,124,221
Convertible notes transferred					$ 195,000
Issued common restricted shares acquired	22,477,843
Issued common restricted shares acquired percentage	97.70%
Number of shares concellation				22,477,843
Common stock shares issued		252,124,221	252,124,221
Messrs. Rubin and Heiden [Member]
Liabilities waive						$ 224,196
Richard Rubin, Thomas J. Craft, Jr. and Ivo Heiden [Member] | Common stock shares [Member]
Common stock shares					324,000
Mace Merger Corp Mace Corporation [Member] | Common stock shares [Member]
Common stock shares issued				250,000,000

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BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Oct. 31, 2023	Apr. 30, 2023	Oct. 31, 2022	Jul. 31, 2023	Nov. 02, 2021
Depreciation	$ 359,040		$ 3,464
Accounts receivable	16,916			$ 18,116
Inventory	600,803			601,105
Impairment of patent assets	3,725
Additional Inventory Impairement		$ 134,315	$ 47,356
Proceeds from sale of land and building	632,629
Sale price of Land and building held in escrow					$ 679,000
Prepaid expenses	2,892			$ 4,248
Research and development	$ 2,700
Patents [Member]
Production Molds useful life	5 years
Patent fees	$ 500

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GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Jul. 31, 2023
Net Income Loss	$ (57,260)	$ (118,921)
Accumulated losses	4,885,414		$ 4,828,154
Going Concern [Member]
Net Income Loss	$ 57,260

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COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	3 Months Ended
	Oct. 31, 2023	Jul. 31, 2023
COMMITMENTS AND CONTINGENCIES
Right-of-use assets	$ 7,745	$ 12,314
Total Right-of-use assets	7,745
Operating lease liabilities, current	7,934	$ 12,614
Operating lease liabilities, non-current	0
Total operating lease liabilities	7,934
Operating lease cost	4,688
Total lease cost	$ 4,688

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COMMITMENTS AND CONTINGENCIES (Details 1)	3 Months Ended
	Oct. 31, 2023
Operating lease
Operating leases, Weighted average discount rate	5.00%
Operating leases, Weighted average remaining lease term (years)	5 months 1 day

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COMMITMENTS AND CONTINGENCIES (Details 2)	Oct. 31, 2023 USD ($)
COMMITMENTS AND CONTINGENCIES
5 months ending March 1, 2024	$ 8,000
Total	8,000
Imputed interest	(146)
Total lease liabilities	$ 7,854

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COMMITMENTS AND CONTINGIES (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Feb. 19, 2022	Oct. 31, 2023	Jul. 31, 2023
COMMITMENTS AND CONTINGIES (Details Narrative)
Right of use asset		$ 7,745	$ 12,314
Description of rental agreement		under a 24-month rental agreement covering April 1, 2022 through March 31, 2024, with an initial monthly rental rate of $1,525 in the first year increasing to a monthly rate of $1,600 in second year
Operating lease liability		$ 7,934	$ 12,614
Lease per annum discount rate		5.00%
SBA loan	$ 116,800
SBA Loan bears interest rate per annum	3.75%
Description of loan interest payment	payments of $602 per month beginning 24 months after the aforementioned date, will be due and payable in 30 years

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STOCKHOLDERS DEFICIT (Details Narrative) - USD ($)	1 Months Ended
	Dec. 31, 2022	Oct. 31, 2023	Jul. 31, 2023	Mar. 28, 2023	Jul. 31, 2021	Jul. 08, 2013
Common stock, par value per share		$ 0.0001	$ 0.0001
Common Stock shares authorized		500,000,000	500,000,000
Preferred stock shares, par value		$ 0.0001	$ 0.0001
Preferred stock shares authorized		5,000,000	5,000,000
Common stock shares issued		252,124,221	252,124,221
Equity ownership percenatge						61.80%
Restricted Stock [Member]
Common stock, par value per share	$ 0.01			$ 0.15
Common stock shares issued	1,000,000			100,000	250,000,000
Proceeds from restricted shares	$ 10,000
Share issued for compensation	100,000
Restricted Stock [Member] | Equity Method Investment [Member]
Equity ownership percenatge					100.00%
Cancellation number of common share		22,477,843