10-Q 1 form10-q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]

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

For the quarterly period ended March 31, 2021

[ ]

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

For the transition period from to

Commission File Number: 0-28963

STRATEGIC ACQUISITIONS, INC.

(Exact name of Registrant as specified in its charter)

Nevada		13-3506506
(State or other jurisdiction of		(IRS Employer
incorporation or organization)		Identification Number)

30 Broad Street, 14^th Floor, New York, NY 10004

(Address of principal executive offices, including zip code)

(212) 878-6532

(Registrant’s telephone number, including area code)

	Securities registered pursuant to Section 12(b) of the Act:	None

	Securities registered pursuant to Section 12(g) of the Act:	Common Stock
		(Title of class)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 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 [X]

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

As of May 10, 2021, the registrant had 2,515,000 shares of common stock outstanding.

STRATEGIC ACQUISITIONS, INC.

TABLE OF CONTENTS

		Page
PART I ⸺ FINANCIAL INFORMATION

	ITEM 1 — Financial Statements	2

	Balance Sheets	2

	Statements of Operations	3

	Statements of Stockholders’ Equity	4

	Statements of Cash Flows	5

	Notes to Financial Statements	6

	ITEM 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations	7

	ITEM 4 — Controls and Procedures	7

PART II ⸺ OTHER INFORMATION

	ITEM 1 — Legal Proceedings	8

	ITEM 2 — Unregistered Sales of Equity Securities and Use of Proceeds	8

	ITEM 5 — Other Information	8

	ITEM 6 — Exhibits	9

SIGNATURES		10

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

STRATEGIC ACQUISITIONS, INC.

BALANCE SHEETS

	March 31, 2021			December 31, 2020
	(Unaudited)
ASSETS
Current assets:
Cash	$	15,157		$	19,530
Prepaid expense		-			500
Total current assets		15,157			20,030
Total assets	$	15,157		$	20,030

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	5,458		$	205
Total current liabilities		5,458			205
Total liabilities		5,458			205
Stockholders’ equity:
Common stock, $0.001 par value; 50,000,000 shares authorized; 2,515,000 shares issued and outstanding		2,515			2,515
Additional paid-in capital		535,888			535,888
Accumulated deficit		(528,704	)		(518,578	)
Total stockholders’ equity		9,699			19,825
Total liabilities and stockholders’ equity	$	15,157		$	20,030

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

STRATEGIC ACQUISITIONS, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ending March 31,
	2021			2020
Revenues	$	-		$	-

Expenses
General & Administrative		10,126			9,200
General & Administrative – related party		-			8,500
Total Expenses		10,126			17,700
Other Income
Interest Income		-			7
Total Other Income		-			7

Net loss before provision for taxes	$	(10,126	)	$	(17,693	)
Income tax provision		-			-
Net loss	$	(10,126	)	$	(17,693	)

Net Loss Per Common Share – Basic & Fully Diluted	$	(0.00	)	$	(0.01	)

Weighted average number of shares of common stock outstanding – Basic & Fully Diluted		2,515,000			2,515,000

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

STRATEGIC ACQUISITIONS, INC.

STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

					Additional					Total
	Common Stock				Paid-in-		Accumulated			Stockholders’
	Outstanding		Amount		Capital		Deficit			Equity
Balance at December 31, 2020		2,515,000	$	2,515	$	535,888	$	(518,578	)	$	19,825
Net loss		—		—		—		(10,126	)		(10,126	)
Balance at March 31, 2021		2,515,000	$	2,515	$	535,888	$	(528,704	)	$	9,699

Balance at December 31, 2019		2,515,000	$	2,515	$	535,888	$	(472,038	)	$	66,365
Net loss		—		—		—		(17,693	)		(17,693	)
Balance at March 31, 2020		2,515,000	$	2,515	$	535,888	$	(489,731	)	$	48,672

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

STRATEGIC ACQUISITIONS, INC.

STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Three Months Ended March 31,
	2021			2020
Cash Flows From Operating Activities
Net loss	$	(10,126	)	$	(17,693	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
(Increase) Decrease in prepaid expense		500			(375	)
Increase (Decrease) in accounts payable		5,253			-
Net cash used in operating activities		(4,373	)		(18,068	)

Net decrease in cash		(4,373	)		(18,068	)
Cash at beginning of the period		19,530			64,615
Cash at end of the period	$	15,157		$	46,547

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

STRATEGIC ACQUISITIONS, INC.

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Basis of Presentation

The accompanying unaudited financial information as of and for the three months ended March 31, 2021 and 2020 has been prepared in accordance with generally accepted accounting principles (GAAP) in the U.S. for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) as set forth in the instructions to Quarterly Report on Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, such financial information includes all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of our financial position at such date and the operating results and cash flows for such periods. Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the entire year or for any other subsequent interim period.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to the rules of the SEC. These unaudited financial statements and related notes should be read in conjunction with our audited financial statements for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2021.

The balance sheet at December 31, 2020 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP in the U.S. for complete financial statements.

Note 2. Stockholders’ Equity

The Company is authorized to issue 50,000,000 shares of its $0.001 par value Common Stock.

There were no issuances of common stock for the three-month period ended March 31, 2021.

Note 3. Related Party Transactions

The Company may periodically issue payment to certain officers and directors or their affiliates for services in connection with maintaining the company’s financial statements and regulatory status in good standing and evaluating potential business opportunities. There were no such payments issued in the three months ended March 31, 2021. The total payment for services issued during the three months ended March 31, 2020 to related parties was: $7,500 to Jonathan Braun, a director of the Company, and $1,000 to Marika Tonay, an officer and director of the Company.

Note 4. Going Concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has not generated any revenue since inception, incurred accumulated losses of approximately $529,000 for the period from January 27, 1989 (Inception) through March 31, 2021 and has commenced limited operations. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans include that the Company will seek additional sources of capital through the issuance of debt or equity financing, but there can be no assurance the Company will be successful in accomplishing its objectives.

The ability of the Company to continue as a going concern is dependent on additional sources of capital and the success of the Company’s business plan. The global pandemic, COVID-19, could adversely affect the Company’s ability to obtain additional financing or identify a potential merger or acquisition candidate. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Note 5. Subsequent Events

In accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to March 31, 2021 to the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with the accompanying financial statements for the three-month period ended March 31, 2021 and the Form 10-K for the fiscal year ended December 31, 2020.

Liquidity and Capital Resources

At March 31, 2021, the Company had current assets in the form of cash of $15,157. This compares with cash of $19,530 and prepaid expense of $500 as of December 31, 2020. The decrease in cash was due to expenses associated with maintaining the Company’s public status and evaluating business opportunities.

Results of Operations

The Company has not realized any revenues from operations in the past two years, and its plan of operation for the next twelve months shall be to continue its efforts to locate a suitable acquisition/merger candidate.

It is unlikely the Company will have any revenue, other than interest income, unless it is able to effect an acquisition of or merger with an operating company, of which there can be no assurance.

For the three months ending ended March 31, 2021 and 2020, the Company reported net losses of $10,126 and $17,693, respectively. The decrease in net loss was due primarily to decreased payments to consultants (including related parties) for services in connection with evaluation of merger candidates and maintaining the company’s public status, as well as decreased rent expense.

ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the Company conducted an evaluation, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”).

Based on this evaluation, the Principal Executive Officer and Principal Financial Officer concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. Additionally, the Principal Executive Officer and Principal Financial Officer concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding disclosure.

There was no change in the Company’s internal control over financial reporting during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are filed with this Report or incorporated by reference:

EXHIBIT LIST

Exhibit Number		Description

31.1		Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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

SIGNATURES

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

	STRATEGIC ACQUISITIONS, INC.
	(Registrant)

Date: May 17, 2021	By:	/s/ JOHN P. O’SHEA
		John P. O’Shea
		President and Principal Financial Officer

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