Quarterly Report (10-q)

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 June 30, 2018

[ ]

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)

100 Wall Street, 7 ^th Floor, New York, NY 10005

(Address of principal executive offices, including zip code)

(212) 878-6550

(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 June 30, 2018, 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 Cash Flows	4

	Notes to Financial Statements	5

	ITEM 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations	6

	ITEM 4 — Controls and Procedures	6

PART II OTHER INFORMATION

	ITEM 1 — Legal Proceedings	7

	ITEM 2 — Unregistered Sales of Equity Securities and Use of Proceeds	7

	ITEM 5 — Other Information	7

	ITEM 6 — Exhibits	8

SIGNATURES		9

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

STRATEGIC ACQUISITIONS, INC.

BALANCE SHEETS

	June 30, 2018			December 31, 2017
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	197,787		$	244,160
Prepaid rent – related party		1,750			1,750
Rent deposit – related party		3,500			3,500
Total current assets		203,037			249,410
Total assets	$	203,037		$	249,410

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	567		$	-
Total current liabilities		567			-
Total liabilities		567			-
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		(335,933	)		(288,993	)
Total stockholders’ equity		202,470			249,410
Total liabilities and stockholders’ equity	$	203,037		$	249,410

See Notes to Financial Statements.

STRATEGIC ACQUISITIONS, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended June 30,						Six Months Ended June 30,
	2018			2017			2018			2017
Revenues	$	-		$	-		$	-		$	-

Expenses
General & Administrative		2,508			2,113			8,741			7,249
General & Administrative – related party		1,500			-			17,500			-
Rent – related party		10,500			-			21,000			-
Total Expenses		14,508			2,113			47,241			7,249

Other Income
Interest Income		158			-			301			-
Total Other Income		158			-			301			-

Net income (loss)	$	(14,350	)	$	(2,113	)	$	(46,940	)	$	(7,249	)

Net Income (Loss) Per Common Share – Basic & Fully Diluted	$	(0.01	)	$	(0.00	)	$	(0.02	)	$	(0.00	)

Weighted average number of shares of common stock outstanding – Basic & Fully Diluted		2,515,000			1,765,000			2,515,000			1,744,313

See Notes to Financial Statements.

STRATEGIC ACQUISITIONS, INC.

STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Six Months Ended June 30,
	2018			2017
Cash Flows From Operating Activities
Net income (loss)	$	(46,940	)	$	(7,249	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
(Increase) Decrease in prepaid rent – related party		-			-
(Increase) Decrease in security deposit – related party		-			-
Increase (Decrease) in accounts payable		567			-
Net cash provided by (used in) operating activities		(46,373	)		(7,249	)
Cash Flows From Financing Activities
Issuance of common stock, net of costs		-			10,000
Net cash provided by (used in) financing activities		-			10,000
Net increase (decrease) in cash and cash equivalents		(46,373	)		2,751
Cash and cash equivalents at beginning of the period		244,160			1,275
Cash and cash equivalents at end of the period	$	197,787		$	4,026

See Notes to Financial Statements.

STRATEGIC ACQUISITIONS, INC.

NOTES TO FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Basis of Presentation

The interim financial statements included herein, presented in conformity with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 2017 and notes thereto included in the Company’s annual report on Form 10-K. The Company follows the same accounting policies in the preparation of interim reports.

Results of operations for interim periods are not indicative of annual results.

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 period ended June 30, 2018.

Note 3. Related Party Transactions

The Company rents office space from Westminster Securities Corp., an entity controlled by the Company’s President, John O’Shea, at the rate of $3,500 per month, in addition to having paid a $3,500 security deposit.

The Company has periodically issued 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. The total compensation issued during the three-month period ended June 30, 2018 to related parties was: $1,500 to Marika Tonay, an officer and director of the Company.

The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts.

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 June 30, 2018 and the Form 10-K for the fiscal year ended December 31, 2017.

Liquidity and Capital Resources

At June 30, 2018, the Company had current assets in the form of cash and cash equivalents of $197,787, additional current assets in the form of prepaid rent and rent deposit totaling $5,250 and liabilities of $567.

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. The Company can provide no assurance that it will continue to satisfy its cash requirements for at least the next twelve months if a suitable acquisition/merger is completed.

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 quarters ended June 30, 2018 and 2017, the Company showed net losses of $14,350 and $2,113, respectively. The increase in net loss was due primarily to increased expenses of renting office space and paying consultants (including related parties) for services in connection with evaluation of merger candidates and maintaining the company’s public status.

For the six-month periods ended June 30, 2018 and 2017, the Company showed net losses of $46,940 and $7,249, respectively. The increase in net loss was due primarily to increased expenses of renting office space and paying consultants (including related parties) for services in connection with evaluation of merger candidates and maintaining the company’s public status. Much of the increase was concentrated in the first quarter due particularly to increased expenses around the annual audit.

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.

***

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.