10-Q 1 atao093017form10q.htm FORM 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 SEPTEMBER 30, 2017

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

ALTAIR INTERNATIONAL CORP.

(Exact name of registrant as specified in its charter)


Nevada	333-190235	99-0385465
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	6501 E. Greenway Pkwy #103-412 Scottsdale, AZ 85254
	(Address of principal executive offices)
	(760) 413-3927
	(Registrant’s Telephone Number)

Indicate by check mark whether the issuer (1) 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 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 ☐ No ☑

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

Large accelerated filer ☐	Accelerated filer ☐

Non-accelerated filer ☐ (Do not check if a smaller reporting company)	Smaller reporting company ☑
	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 ☑ No ☐

As of August 17, 2018, there were 74,509,883 shares of the registrant’s $0.001 par value common stock issued and outstanding.

ALTAIR INTERNATIONAL CORP.

QUARTERLY REPORT

PERIOD ENDED SEPTEMBER 30, 2017

TABLE OF CONTENTS

		Page No.
	PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	F1 – F10

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	13

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	15

Item 4T.	Controls and Procedures	15

	PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	17

Item1A.	Risk Factors	17

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	17

Item 3.	Defaults Upon Senior Securities	17

Item 4.	Mine Safety Disclosures	17

Item 5.	Other Information	17

Item 6.	Exhibits	17

	Signatures	18

Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Altair International Corp. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," or "ATAO" refers to Altair International Corp.

PART I - FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

INDEX		F-1
Balance Sheets as of September 30, 2017 (Unaudited) and March 31, 2017 (Audited)		F-2
Statements of Operations for the Three and Six Months Ended September 30, 2017 and 2016 (Unaudited)		F-3
Statements of Cash Flows for the Six Months Ended September 30, 2017 and 2016, (Unaudited)		F-4
Notes to the Financial Statements (Unaudited)		F-5

F-1

ALTAIR INTERNATIONAL CORP.
BALANCE SHEETS
AS OF SEPTEMBER 30, 2017 AND MARCH 31, 2017

	September 30, 2017			March 31, 2017
	(Unaudited)			(Audited)
ASSETS
Current Assets
Cash	$	150		$	7,523
Total current assets		150			7,523

Total assets	$	150		$	7,523

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable	$	15,915		$	21,590
Loans payable to third parties		14,165			14,165
Promissory notes		—			241,217
Promissory note due to related party		45,000			51,082
Interest payable		—			12,575
Derivative liability		—			308,134
Total current liabilities		75,080			648,763
Total Liabilities		75,080			648,763

Stockholders' Equity (Deficit)
Common Stock, $0.001 par value, 75,000,000 shares authorized; 31,957,000 shares issued and outstanding at September 30, 2017 and March 31, 2017		31,957			31,957
Additional paid-in-capital		289,940			289,940
Common stock subscribed		425,529			30,000
Accumulated deficit		(822,356	)		(993,137	)
Total stockholders' equity (deficit)		(74,930	)		(641,240	)
Total liabilities and stockholders's equity (deficit)	$	150		$	7,523


The accompanying notes are an integral part of these financial statements

F-2

ALTAIR INTERNATIONAL CORP.
STATEMENTS OF OPERATIONS
(UNAUDITED)

	Three Month Period Ended September 30, 2017			Three Month Period Ended September 30, 2016			Six Month Period Ended September 30, 2017			Six Month Period Ended September 30, 2016
										(Restated)
Expenses
Total General and Administrative expenses	$	1,383		$	24,743		$	1,698		$	32,762
Gain on conversion of debt		(63,417	)		—			(63,417	)		—
Change in the fair value of derivative liabilities		(55,238	)		(4,227	)		(244,717	)		(4,227	)
Interest expense		67,182			1,226			135,655			1,226

Gain (loss) before income taxes		50,090			(21,742	)		170,781			(29,761	)
Income taxes		—			—			—			—
Net gain (loss)	$	50,090		$	(21,742	)	$	170,781		$	(29,761	)

Gain (Loss) per share - Basic	$	0.002		$	(0.001	)	$	0.005		$	(0.001	)
Weighted Average Shares - Basic		31,957,000			29,947,000			31,957,000			29,947,000

Gain (Loss) per share - Diluted		0.002			(0.001	)		0.005
Weighted Average Shares - Diluted		32,882,115			29,736,848			32,422,085			29,947,000


The accompanying notes are an integral part of these financial statements.

F-3

ALTAIR INTERNATIONAL CORP.
STATEMENTS OF CASH FLOWS
(UNAUDITED)

	Six Month Period Ended September 30, 2017			Six Month Period Ended September 30, 2016
				(Restated)
CASH FLOWS FROM OPERATING ACTIVITIES
Net gain (loss)	$	170,781		$	(29,761	)
Adjustments to reconcile net loss to net cash used in operating activities
Changes in:
Accounts payable		(5,675	)		(8,689	)
Interest payable		11,368			105
Fair value of derivative liabilities		(244,717	)		(4,227	)
Gain on conversion of debt		(63,417	)		—
Debt discount		124,287			1,121
		(7,373	)		(41,451	)

CASH FLOWS FOR INVESTING ACTIVITIES
Acquisition of distribution and sales license		—			360,000
Advances and deposits		—			(360,000	)
		—			—

CASH FLOW FROM FINANCING ACTIVITIES

Net Proceeds from loans payable					1,258
Proceeds from Promissory Notes issued					35,000
		—			36,258

NET INCREASE IN CASH AND CASH EQUIVALENTS		(7,373	)		(5,193	)

CASH AND CASH EQUIVALENTS
Beginning of period		7,523			5,422
End of period	$	150		$	229

Supplemental disclosures of cash flow information

Taxes paid	$	—		$	—
Interest paid	$	—		$	—

Non-Cash Financing and Investing Activities

Capital Stock subscribed for
Conversion of Promissory Notes to third parties		332,213			—
Conversion of Promissory Note to related party		39,373			—
Accrued Interest on Promissory Notes		23,943			—
		395,529			—

Promissory Notes issued in settlement of loans	$	—		$	427,992
Debt discount on issuance of Promissory Notes		—			(242,907	)
	$	—		$	185,085

Interest expense - debt discount in period	$	124,287		$	—

Derivative Liability on issuance of Promissory Notes	$	—		$	342,907

Reduction of derivative liability in period	$	252,896		$	4,227
Reduction of derivative liability - mark to market on conversion of Promissory Notes		55,239			—
	$	308,135		$	4,227

The accompanying notes are an integral part of these financial statements.

F-4

ALTAIR INTERNATIONAL CORP.

Notes to the Financial Statements

September 30, 2017

(Unaudited)

The results for the three months ended September 30, 2017 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10K for the year ended March 31, 2017, filed with the Securities and Exchange Commission.

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2017 and for the related periods presented have been made.

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business

ALTAIR INTERNATIONAL CORP. (the “Company”) was incorporated under the laws of the State of Nevada on December 20, 2012. The Company’s physical address is 6501 E Greenway Pkwy #103-412, Scottsdale, AZ 85254. The Company is in the development stage as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 "Development-Stage Entities.”

On November 11, 2014, the Company entered into a strategic alliance with Cure Pharmaceutical Corporation (“CURE”), a California company engaged in the development of oral thin film (“OTF”) for the delivery of nutraceutical, over-the-counter and prescription products. Initially this alliance was comprised of an Exclusive License and Distribution Agreement for CURE’s Sildenafil (commonly known as Viagra) products throughout Asia, Brazil, the Middle East and Canada acquired at a cost of $200,000 while a joint venture agreement for the procurement of converting and packaging equipment specific for oral thin film products was proposed through a Letter of Intent. In addition, Altair and Cure agreed to enter into further joint ventures or other business relationships for the purpose of completing the development and marketing of additional products, and for license and distribution agreements for additional Cure products such as aspirin, sleep-aid, topical muscle and joint pain relief, and electrolytes delivered through OTF or other methods. Altair advanced $360,000 to CURE in this regard.

On September 23, 2016, the Company and CURE agreed to terminate the Exclusive License and Distribution Agreement for CURE’s Sildenafil products due to unanticipated costs of obtaining regulatory approvals for the introduction of these pharmaceutical products into the licensed markets. In its place, the Company and CURE agreed to an Exclusive License and Distribution Agreement for a family of sports related nutraceutical products including a topical active for joint and muscle pain and OTF products for delivery of electrolyte, energy, sleep and recovery actives. The Company was to become the exclusive worldwide distributor for these products. The fee for this new sport products agreement was $560,000, comprised of the $200,000 fee paid for the Sildenafil agreement and the $360,000 advanced as a deposit for future license and distribution agreements. The agreement called for minimum orders of the products by Altair of $1,500,000 in the twenty-four months from the date of signing. As of June 29, 2018, the Company has been unable to generate any sales of the products due to a lack of working capital and the human resources required to introduce the products to market. The Company anticipates that it will not meet the minimum order requirements for the initial 24 month period and accordingly wrote off its $560,000 investment in the agreement in the financial statements for the year ended March 31, 2017.

The Company is currently engaged in identifying and assessing new business opportunities.

The Company had previously planned to commence operations in the architectural field and to be responsible for the concept architectural vision of future private and public buildings as well as municipal organized public areas. This plan was abandoned in the 2015 fiscal year in favor of the business operations described above.

Since inception (December 20, 2012) through September 30, 2017, the Company has not generated any revenue and has accumulated losses of $822,356.

In management’s opinion all adjustments necessary for a fair statement of the results for the interim periods have been made, and that all adjustments have been made to maintain the books in accordance with GAAP. Furthermore, sufficient disclosures have been made in order to ensure that the interim financial statements will not be misleading.

F-5

NOTE 2 - GOING CONCERN

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $822,356 as of September 30, 2017 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) 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 six month periods ending September 30, 2017 and 2016 and year ending March 31, 2017.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.

The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At September 30, 2017 the Company's bank deposits did not exceed the insured amounts.

Basic and Diluted Income (Loss) Per Share

The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.

Income Taxes

The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Fair Value of Financial Instruments

FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

These tiers include:

Level 1: defined as observable inputs such as quoted prices in active markets;

Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The carrying amounts of financial assets and liabilities, such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments.

Use of Estimates

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

Reclassifications

Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the three month period ended September 30, 2017.

F-6

NOTE 4 – SALES AND DISTRIBUTION LICENSE

On November 26, 2014, the Company entered into a license and distribution agreement with Cure Pharmaceutical Corporation (“Cure”) for the exclusive rights to distribute and sell in certain defined territories any product produced and supplied by Cure that contains Sildenafil delivered through an oral thin film. The defined territories included Asia, Brazil, the Middle East and Canada. For the sake of clarity, Asia was further defined as India, China, Malaysia, Indonesia, Taiwan, Japan, Philippines, and those other countries dependent on China’s SDA certification for their approval protocol of the Products. There was no expiry date to this agreement. The agreement required that the Company pay to Cure a fee in the aggregate amount of $200,000, payable in two equal $100,000 installments. The Company completed the purchase of the license in the 2015 fiscal year.

On September 23, 2016, the Company and CURE agreed to terminate the Exclusive License and Distribution Agreement for CURE’s Sildenafil products due to unanticipated costs of obtaining regulatory approvals for the introduction of these pharmaceutical products into the Asian markets and to replace it with an Exclusive License and Distribution Agreement for a family of sports related nutraceutical products including a topical active for joint and muscle pain and OTF products for delivery of electrolyte, energy, sleep and recovery actives, The Company became the exclusive worldwide distributor for these products. The fee for this new Exclusive License and Distribution Agreement was $560,000, comprised of the $200,000 fee paid for the Sildenafil agreement and the $360,000 advanced as a deposit for future license and distribution agreements. This Agreement had a ten year term and required minimum product orders of $1,500,000 in the first 24 month from the effective date of the Agreement and $1,500,000 for each year thereafter. As of June 29, 2018 the Company had been unable to generate any sales of the products due to a lack of working capital and the human resources required to introduce the products to market. The Company anticipates that it will not meet the minimum order requirements for the initial 24 month period and accordingly has written off its $560,000 investment in the agreement in its financial statements for the year ended March 31, 2017.

NOTE 5 – PROMISSORY NOTES

(1) On March 6, 2015, the Company executed a convertible promissory note for $100,000 with Williams Ten, LLC (“Williams”). The note was due in ninety days, had a $10,000 one-time interest payment due at maturity and required the issuance of 10,000 shares of common stock. Any unpaid principal and interest at the end of the term was convertible into shares of common stock at 50% of the average closing price for the ten days prior to the end of the term of the note. The fair value of the common stock issued was determined to be $9,091 based on its fair value relative to the fair value of the debt issued. This amount was recorded as a debt discount and was to be amortized utilizing the interest method of accretion over the term of the note. In addition, due to the variable nature of the conversion feature which has no explicit limit on the number of shares that could be required to be issued, the company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $100,004 based on the Black Scholes Merton pricing model and a corresponding debt discount of $90,909 and derivative expense charge of $9,095. On September 29, 2016, Williams agreed to cancel this Promissory Note and accept a new Convertible Promissory Note in the amount of $121,000, which included all accrued interest and penalties. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. On October 3, 2016, Williams converted $10,000 of the principal balance into 1,000,000 shares of common stock. On September 29, 2017, Williams converted the remaining principal of $111,000 plus $6,691 of accrued interest into 11,769,123 shares of common stock. The Company recognized a gain of $15,215 on conversion of the note and a gain on the fair value of the derivative of $16,504. As of September 30, 2017, this note has a $0 balance.

(2) On September 23, 2016, the Company issued two Convertible Promissory Notes in the principal amounts of $10,000 and $25,000 to Enpos Sports, LLC (“Enpos”) as consideration for $35,000 in cash advances to the Company. These convertible Promissory Notes bear interest at the rate of 6.00% per annum and have a one-year term. The Holder is entitled to convert any or all of the principal amount of these Notes and any accrued interest, late fees, and extension fees, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 as is obtained by dividing the entire principal amount of the Notes plus any accrued interest at the lesser of (i) 70% of the lowest closing bid price over the 5 trading days prior to conversion or (ii) $0.10 per share. Due to the variable nature of the conversion feature which has no explicit limit on the number of shares that could be required to be issued, the company bifurcated the conversion feature and accounted for it as a derivative liability on both notes. The Company recorded the derivative liability at its fair value of $27,673 based on the Black Scholes Merton pricing model and a corresponding debt discount of $27,673 to be amortized utilizing the interest method of accretion over the term of the note. On September 29, 2017, Enpos converted the principal of $35,000 plus $2,135 of accrued interest into 3,713,452 shares of common stock. The Company recognized a gain of $4,766 on conversion of the note, a gain of $5,197 on the fair value of the derivative and amortized the remaining debt discount of $6,445 to interest expense. As of September 30, 2017, this note has a $0 balance.

F-7

(3) On September 29, 2016, the Company issued a Convertible Promissory Note in the principal amount of $13,850 to Strips Nutrition, Inc. (“Strips”) as consideration for $13,850 in cash advances to the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $10,960 based on the Black Scholes Merton pricing model and a corresponding debt discount of $10,960 to be amortized utilizing the interest method of accretion over the term of the note. On September 29, 2017, Strips converted the principal of $13,850 plus $831 of accrued interest into 1,468,100 shares of common stock. The Company recognized a gain of $1,886 on conversion of the note, a gain of $2,056 on the fair value of the derivative and amortized the remaining debt discount of $2,733 to interest expense. As of September 30, 2017, this note has a $0 balance.

(4) On September 29, 2016, the Company issued a Convertible Promissory Note in the principal amount of $13,768.89 to Mr. Fred Lee as consideration for $13,768.89 in travel expenses incurred in assessing distribution opportunities in Asia for the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $10,896 based on the Black Scholes Merton pricing model and a corresponding debt discount of $10,896 to be amortized utilizing the interest method of accretion over the term of the note. On September 29, 2017, Mr. Lee converted the principal of $13,768.89 plus $826 of accrued interest into 1,459,502 shares of common stock. The Company recognized a gain of $1,877 on conversion of the note a gain on the fair value of the derivative of $2,047 and amortized the remaining debt discount of $2,716 to interest expense. As of September 30, 2017, this note has a $0 balance.

(5) On September 29, 2016, the Company issued a Convertible Promissory Note in the principal amount of $160,000 to Mr. Brent McMahon as consideration for $160,000 in cash advances to the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $126,612 based on the Black Scholes Merton pricing model and a corresponding debt discount of $126,612 to be amortized utilizing the interest method of accretion over the term of the note. On October 3, 2016, Mr. McMahon converted $10,000 of the principal balance into 1,000,000 shares of common stock. On September 29, 2017, Mr. McMahon converted the remaining principal of $150,000 plus $7,902 of accrued interest into 15,790,245 shares of common stock. The Company recognized a gain of $20,453 on conversion of the note, a gain on the fair value of the derivative of $22,303 and amortized the remaining debt discount of $31,567 to interest expense. As of September 30, 2017, this note has a $0 balance.

(6) On September 29, 2016, the Company issued a Convertible Promissory Note in the principal amount of $84,373.25 to Evolution Equities Corporation (“Evolution”), a related company, as consideration for $84,373.25 in expenses paid on behalf of the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $66,766 based on the Black Scholes Merton pricing model and a corresponding debt discount of $66,766 to be amortized utilizing the interest method of accretion over the term of the note. On September 29, 2017, Evolution converted $39,373 of principal and $5,062 accrued interest into 4,443,565 shares of common stock. A new non-convertible unsecured, 6% promissory note for the remaining principal balance of $45,000 was issued. The new note matures in eighteen months. The Company recognized a gain of $17,898 on conversion of the note, a gain on the fair value of the derivative of $5,854 and amortized the remaining debt discount of $16,645 to interest expense. As of September 30, 2017, this note has a $0 balance.

(7) On October 14, 2016, the Company issued a Convertible Promissory Note in the principal amount of $8,594.48 to Enpos Sports, LLC (“Enpos”) as consideration for $8,594.48 in cash advances to the Company. The convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one-year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fees, and extension fees, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of the Note plus any accrued interest at the lesser of (i) 70% of the lowest closing bid price over the 5 trading days prior to conversion or (ii) $0.10 per share. Due to the variable nature of the conversion feature which has no explicit limit on the number of shares that could be required to be issued, the company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $6,744 based on the Black Scholes Merton pricing model and a corresponding debt discount of $6,744 to be amortized utilizing the interest method of accretion over the term of the note. On September 29, 2017, Enpos converted the principal of $8,594.48 plus $494 of accrued interest into 908,896 shares of common stock. The Company recognized a gain of $1,322 on conversion of the note, a gain on the fair value of the derivative of $1,278 and amortized the remaining debt discount of $1,940 to interest expense. As of September 30, 2017, this note has a $0 balance.

F-8

A summary of outstanding convertible notes as of September 30, 2017, is as follows:

Note Holder

Issue Date

Maturity Date

Stated Interest Rate

Principal Balance 9/30/2017

Enpos Sports, LLC

9/23/2016

9/23/2017

—

Williams Ten, LLC

9/29/2016

9/29/2017

—

Strips Nutrition, Inc.

9/29/2016

9/29/2017

—

Mr. Fred Lee

9/29/2016

9/29/2017

—

Mr. Brent McMahon

9/29/2016

9/29/2017

—

Evolution Equities Corporation

9/29/2016

9/29/2017

—

Enpos Sports, LLC

10/14/2016

10/14/2017

—

Total

—

Less debt discount

—

Total

—

A summary of the activity of the derivative liability for the notes above is as follows:

Balance at March 31, 2016	$	100,000
Increase to derivative due to new issuances		249,651
Derivative (gain) due to mark to market adjustment		(41,517	)
Balance at March 31, 2017		308,134
Derivative (gain) due to conversion		(63,417	)
Derivative (gain) due to mark to market adjustment		(244,717	)
Balance at September 30, 2017	$	—

A summary of quantitative information about significant unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liabilities that are categorized within Level 3 of the fair value hierarchy as follows:

Inputs	September 30, 2017		Initial Valuation
Stock price	$	.01	$	.01
Conversion price	$	.01	$	.01
Volatility (annual)		74.2%		248.1% - 248.6%
Risk-free rate		1.06%		.59% - .60%
Years to maturity		.25		1

The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management.

NOTE 6 – LOANS PAYABLE

On July 22, 2015, the Company obtained a loan from a third party in the amount of $25,000. This loan was non-interest bearing, was unsecured and had no fixed terms of repayment. The loan was repaid in its entirety on September 29, 2016.

During the fiscal year ended March 31, 2016, the Company obtained a loan from a third party in the amount of $4,175. A further $9,990 was loaned to the Company in the six months ended September 30, 2016. This loan is non-interest bearing, is unsecured and has no fixed terms of repayment.

In the three month period ended March 31, 2016, the Company obtained loans from a third party in the total amount of $11,350. In the three month period ended June 30, 2016, the Company received a further $2,500 in loans from this same third party. These loans totaling $13,850 were non-interest bearing, unsecured and had no fixed terms of repayment. On September 29, 2016 these loans were settled through the issuance of a Convertible Promissory Note as described in item 5 above.

F-9

NOTE 7 – SHARE SUBSCRIPTIONS

On December 30, 2016, the Company received $30,000 from a third party as a subscription for 3,000,000 common shares at $0.01 per share. These shares were issued to the subscribers on April 19, 2018.

NOTE 8 – COMMON STOCK

The Company has 75,000,000 common shares authorized with a par value of $0.001 per share.

The Company had 29,947,000 common shares issued and outstanding at March 31, 2016.

During the twelve month period ended March 31, 2017 the Company issued 2,000,000 common shares on the conversion of $20,000 of the convertible Promissory Notes described in item 5. In addition, the Company issued 10,000 common shares as required under the terms of the original Promissory Note with Williams Ten LLC as described in item 5. The Company had 31,957,000 common shares issued and outstanding at March 31, 2017.

During the six month period ended September 30, 2017, the Company received notices for the issuance of 39,552,883 common shares on the conversion of $395,529 of the convertible Promissory Notes described in item 5.

The Company had 31,957,000 common shares issued and outstanding at September 30^th and March 31, 2017 and 42,552,883 common shares subscribed for at September 30^th, 2017 (nil at March 31, 2017).

NOTE 9 – RELATED PARTY TRANSACTIONS

From inception through September 29, 2016, the Directors loaned the Company $84,374 net of repayments to pay for incorporation costs, general and administrative expenses and professional fees, the acquisition of sales and distribution licenses and advances to Cure Pharmaceutical. On September 29, 2016, this amount was settled through the issuance of a convertible promissory note as described item 5(6) above.

On September 29, 2016, the Company entered into a consulting agreement with the Company’s sole officer and director for the provision of management and financial services. This agreement called for a one time payment of $10,000 on signing of the agreement, and payments of $5,000 per month for six months, terminating on March 30, 2017. In addition, an amount of $5,000 for services provided in September, 2016 was payable on either the termination of the contract or completion of a minimum $500,000 financing. As of September 30, 2017, $33,350 had been paid and $14,150 was payable pursuant to this contract. In addition, if financing of greater than $200,000 was obtained during the term of this contract, the consultant had agreed to exchange 21,000,000 shares registered in his name for 6,000,000 newly issued restricted shares. The threshold of $200,000 in financing during the term of the agreement was not met and therefore the share exchange did not take place.

NOTE 10 – RESTATEMENT

Per ASC 250-10 Accounting Changes and Error Corrections, the September 30, 2016 financial statements are being restated to account for travel expenses incurred by a consultant to the Company in the 2016 fiscal year but not claimed until the 2017 fiscal year. Accordingly, these expenses were not claimed in the correct accounting period.

The following table summarizes changes made to the Statement of Operations for the six months ended September 30, 2016.

	For the six months ended September 30, 2016
	As Reported			Adjustment		As Restated
Operating expenses	$	(46,531	)	$	13,769	$	(32,762	)
Net Loss		(43,530	)		13,769		(29,761	)

NOTE 11 – SUBSEQUENT EVENTS

On December 30, 2016, the Company received $30,000 from a third party as a subscription for 3,000,000 common shares at $0.01 per share. These shares were issued to the subscribers on April 19, 2018.

During the three month period ended September 30, 2017, the Company received promissory note conversion notices for the issuance of 39,552,883 common shares. 15,790,245 of these shares were issued on October 9, 2017. The balance of 23,762,638 shares were issued to the subscribers on April 19, 2018.

On April 10, 2018, the Company entered into a Memorandum of Understanding with Dr. Judy Pham wherein Dr. Pham agreed to provide up to $100,000 in equity financing to assist with a corporate reorganization including bringing the Company current in its regulatory filings. On completion of the reorganization and the issuance of capital stock in consideration for the funds advanced, Dr. Pham will be the owner of 85% of the issued and outstanding common shares of the Company. As of July 5, 2018, Dr. Pham had advanced $75,770 to the Company pursuant to this Memorandum of Understanding

In accordance with ASC 855-10, the Company has analyzed its operations from October 1, 2017 to July 5, 2018 and has determined that it has no other material subsequent events to disclose in these financial statements.

END OF NOTES TO FINANCIAL STATEMENTS

F-10

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. You should read this report completely and with the understanding that actual future results may be materially different from what we expect. The forward-looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Our Business

Altair International Corp. (“Altair”) is a development stage company that was incorporated in Nevada on December 20, 2012.

On November 11, 2014, the Company entered into a strategic alliance with Cure Pharmaceutical Corporation (“CURE”), a California company engaged in the development of oral thin film (“OTF”) for the delivery of nutraceutical, over-the-counter and prescription products. Initially this alliance was comprised of an Exclusive License and Distribution Agreement for CURE’s Sildenafil (commonly known as Viagra) Products throughout Asia, Brazil, the Middle East and Canada acquired at a cost of $200,000 while a joint venture agreement for the procurement of converting and packaging equipment specific for oral thin film products was proposed through a Letter of Intent. In addition, Altair and Cure agreed to enter into further joint ventures or other business relationships for the purpose of completing the development and marketing of additional products, and for license and distribution agreements for additional Cure products such as aspirin, sleep-aid, topical muscle and joint pain relief, and electrolytes delivered through OTF or other methods. Altair advanced $360,000 to CURE in this regard.

On September 23, 2016, the Company and CURE agreed to terminate the Exclusive License and Distribution Agreement for CURE’s Sildenafil Products due to unanticipated costs of obtaining regulatory approvals for the introduction of these pharmaceutical products into the licensed markets. In its place, the Company and CURE agreed to an Exclusive License and Distribution Agreement for a family of sports related nutraceutical products including a topical active for joint and muscle pain and OTF products for delivery of electrolyte, energy, sleep and recovery actives. The Company was to become the exclusive worldwide distributor for these products. The fee for this new sport products agreement was $560,000, comprised of the $200,000 fee paid for the Sildenafil agreement and the $360,000 advanced as a deposit for future license and distribution agreements. The agreement called for minimum orders of the products by Altair of $1,500,000 in the twenty-four months from the date of signing. As of June 29, 2018, the Company has been unable to generate any sales of the products due to a lack of working capital and the human resources required to introduce the products to market. The Company anticipates that it will not meet the minimum order requirements for the initial 24 month period and accordingly wrote off its $560,000 investment in the agreement in the financial statements for the year ended March 31, 2017.

The Company is currently engaged in identifying and assessing new business opportunities.

RESULTS OF OPERATIONS

We have incurred recurring losses to date. Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.

We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional funds through, among other things, the sale of equity or debt securities although no assurance can be given that such funds will be available.

Working Capital

	As of September 30, 2017			As of March 31, 2017
Total Current Assets	$	150		$	7,523
Total Current Liabilities		75,080			648,763
Working Capital (Deficit)	$	(74,930	)	$	(641,240	)

Cash Flows

	Six Months Ended September 30, 2017			Six Months Ended September 30, 2016
Cash Flows from (used in) Operating Activities	$	(7,373	)	$	(41,451	)
Cash Flow from (used in) Investing Activities		—			—
Cash Flows from (used in) Financing Activities		—			36,258
Net Increase (decrease) in Cash during period	$	(7,373	)	$	(5,193	)

Operating Revenues

During the six month period ending September 30, 2017, the Company did not record any revenues. During fiscal year ended March 31, 2017, the Company did not generate any revenue.

Operating Expenses and Net Loss

Operating expenses during the three month period ended September 30, 2017 were $1,383 consisting of general and administrative expenses which includes corporate overhead and financial and contracted services, as compared to $24,743 for the three month period ended September 30, 2016.

Interest expense (recovery) for the three month period ended September 30, 2017 was $67,182 as compared to $1,226 for the three month period ended September 30, 2016. The fair value of derivative liabilities increased by $55,238 in the three month period ended September 30, 2017 as compared to $4,227 for the three month period ended September 30, 2016. A $63,417 gain on conversion of debt was recorded in the three month period ended September 30, 2017 as compared to $nil in the three month period ended September 30, 2016.

Net gain for the three month period ended September 30, 2017 was $50,090, in comparison to a net loss of $21,742 for the three months ended September 30, 2016.

Net gain for the six month period ended September 30, 2017 was $170,781 in comparison to a net loss of $29,761 (restated) for the six months ended September 30, 2016.

Liquidity and Capital Resources

As at September 30, 2017, the Company’s current assets were $150 and at March 31, 2017 were $7,523. As at September 30, 2017, the Company had total liabilities of $75,080, consisting of $15,915 in accounts payable, $14,165 in loans payable to third parties, and a $45,000 Promissory Note due to a related party. As at September 30, 2017, the Company had a working capital deficit of $74,930.

As at September 30, 2016, the Company’s current assets were $229. As at September 30, 2016, the Company had total liabilities of $544,556, consisting of $5,400 in accounts payable, $168,416 in Promissory Notes payable to third parties, $14,165 in loans payable, $105 in interest payable, a $338,680 derivative liability and a $17,790 Promissory Note due to a related party. As at September 30, 2016, the Company had a working capital deficit of $544,327.

Cash flow from/used in Operating Activities

We have not generated positive cash flows from operating activities. During the six month period ended September 30, 2017, the Company used $7,373 of cash for operating activities. For the six month period ended September 30, 2016, the Company used $41,451 of cash for operating activities.

Cash flow from Financing Activities

We have financed our operations primarily from either advancements or the issuance of equity and debt instruments. During the six month period ended September 30, 2017, the Company received $nil of cash from financing activities. For the six month period ended September 30, 2016 the Company received $36,528 of cash from financing activities.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

Off-Balance Sheet Arrangements

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

Future Financings

We will continue to rely on equity sales of our common shares or debt financing arrangements in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Contractual Obligations

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

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

ITEM 4.

Controls and Procedures

Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and our Chief Financial Officer, to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures, as required by Exchange Act Rule 13a-15. Based on that evaluation, our management concluded that our disclosure controls and procedures were effective as of September 30, 2016 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 by the SEC’s rules and forms.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Exchange Act. Our management assessed the effectiveness of our internal control over financial reporting as of September 30, 2017. Our management has concluded that, as of September 30, 2017, our internal control over financial reporting is effective.

Changes in Internal Control and Financial Reporting

There has been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of September 30, 2017, that occurred during our second fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

This quarterly report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this quarterly report.

PART II—OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A.

RISK FACTORS

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

ITEM 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

Quarterly Issuances:

None

Subsequent Issuances:

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	Description of Exhibit	Filing
31.01	CEO and CFO Certification Pursuant to Rule 13a-14	Filed herewith.
32.01	CEO and CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act	Filed herewith.

101.INS*	XBRL Instance Document	Filed herewith.
101.SCH*	XBRL Taxonomy Extension Schema Document	Filed herewith.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document	Filed herewith.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.

(i)

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

SIGNATURES

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

ALTAIR INTERNATIONAL CORP.

Dated: August 17, 2018

/s/ Alan M. Smith

By: Alan M. Smith

Its: President, CEO and CFO

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the dates indicated.

ALTAIR INTERNATIONAL CORP.

Dated: August 17, 2018

/s/ Alan M. Smith

By: Alan M. Smith

Its: President, CEO and CFO