Use of Certain Defined Terms
Except as otherwise indicated by the context, references in this report to “My Cloudz, Inc.”, “we,” “us,” “our,” “our Company,” “MCI.”
This Annual Report on Form 10-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “anticipate,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.
We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Annual Report on Form 10-K and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.
These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the Annual Report on Form 10-K. All subsequent written and oral forward-looking statements concerning other matters addressed in this Annual Report on Form 10-K and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Annual Report on Form 10-K.
Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.
Business Overview
We intend to provide our customers with a software program to manage and aggregate individual cloud storage services that will appear and act as one large drive to the user. The user need not know or care where or how their data is distributed across multiple storage platforms, but can rest assured there data will be safe and secure. Other features intended to be included in the MCI program is the encryption of all data prior to uploading to the cloud and no restriction on file size as many current providers do.
Currently, MCI has identified 5 service providers whose aggregated free cloud storage could provide a MCI user with 57 gigabytes of free cloud storage to be managed by the MCI application, intended to be available for $9.99.
MCI intends to develop and deliver a computer software program for Windows, MAC, OSI and Android systems that will allow its customers to aggregate and manage multiple cloud storage accounts as one. Using the application, the user may sign up for multiple free or paid for cloud storage accounts from cloud storage providers such as Microsoft, Apple, Dropbox and others. Users of our application could sign up for as much as 57 gigabytes of free cloud storage using multiple services but have them treated as one single drive on their desktop or mobile device. Our application will sell for $9.99 and be available from our website, the App Store and Google’s store. Not only will our application manage and consolidate multiple cloud storage accounts, but it will also offer a higher level of security than is currently available, in that most cloud storage providers encrypt user files once they reach the cloud but transfer those files across the Internet unencrypted. The MCI application will encrypt a user’s file on the local device prior to uploading it to the Cloud.
My Cloudz, Inc. is a shell company as defined in Rule 405, because it is a company with nominal operations and it has assets consisting solely of cash and cash equivalents. Our independent registered public accountant has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. Accordingly, there will be illiquidity of any future trading market until the Company is no longer considered a shell company.
There is the likelihood that we may never be able to develop and market our proposed software program in order to successfully complete and implement our plan of operation. If our company is not capable of building a market for its product, all funds that we spend on development will be lost.
Product
My Cloudz, Inc. intends to develop and deliver a computer software program for Windows, MAC, OSI and Android systems that will allow its customers to aggregate and manage multiple cloud storage accounts as one.
Corporate History
The Company was incorporated by its president and sole director Mr. Sommay Vongsa in the State of Nevada on July 31, 2014 and established an August fiscal year end.
Recent Developments
Capital Stock
The Company’s capitalization is comprised of 200,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.
As of August 31, 2016, the Company has not granted any stock options and has not recorded any stock-based compensation.
On November 10, 2014, the Company issued 5,000,000 common shares at $0.001 per share to the sole director and president of the Company for cash proceeds of $5,000.
On March 11, 2016, the Company closed its financing and issued 80,550 shares of its common stock at $0.05 for $4,028 in net proceeds to the Company.
On March 15, 2016, the founding shareholder returned 4,870,000 restricted shares of common stock to treasury and the shares were subsequently cancelled by the company.
On March 15, 2016 the directors of the Company approved a special resolution to undertake a forward split of the common stock of the company on a basis of 250 new common shares for 1 old common share. The issued and outstanding of common shares after the forward split is 52,637,500.
Industry Analysis/Competition
Market/Competition Analysis
MCI intends to provide users with a software program that will aggregate and mange secure online storage in the cloud utilizing multiple accounts with individual cloud storage providers. The end result will appear and act as one large drive to the user. One of the biggest concerns to users of cloud storage is the security of the data stored in the cloud. In addition to seemlessly aggregating multiple cloud accounts for ease of access by users, we intend for our proposed product to have some of the highest security features available. These will include:
| 1. | Online backup services that will be protected by the highest levels of encryption algorithms as well as ghosting and spoofing techniques of Intent IP addresses making it virtually impossible to track; |
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| 2. | Multiple passwords allowing various layers of access to a limited amount of data; |
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| 3. | A military-grade data purge feature of all data assosicate with a particular login if the same login is used with another password; and, |
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| 4. | The opportunity to dispatch help, such as local law enforcement, should someone be forced to reveal sensitive data against their will. For example, a password could give access to non-critical data but at the same time that password would cause the system to dispatch law enfforcement to a specific location. |
At the present time, we know of no other commercially software that provides all of the features and services that our proposed product will be designed to provide.
Patent and Trademarks
We do not currently own any domestic or foreign patents relating to our proposed product.
Employees
As of August 31, 2016, other than its president, Mr. Sommay Vongsa, the Company has no employees.
As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.
Not applicable to a “smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K.
The Company does not own any real estate or other properties and has not entered into any long-term lease or rental agreements for property.
There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or stockholder is a party adverse to the Company or has a material interest adverse to the Company.
Not applicable.
Market Information
Our common stock was not quoted on any exchange or trading platform and therefore no data is available for the periods ended August 31, 2016 and August 31, 2015.
Not applicable to a “smaller reporting company” as defined in Rule 12b-2 of the Exchange Act.
This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. The following discussion and analysis should be read in conjunction with our audited consolidated financial statements and the accompanying notes thereto included in “Item 8. Financial Statements and Supplementary Data.” In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. See “Forward-Looking Statements.” Our results and the timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors.
Over the twelve to eighteen month period commencing upon the effective date of our prospectus, we intend to develop our corporate website and our software product, in addition to launching sales and marketing activities.
Within 90 to 120 days of this filing we intend to design the look and feel of our website. We will use a third-party design service to design our website.
Within 180 to 240 days of this filing, we will hire a third-party development firm to build our website and develop our software product. We expect the initial release of our software product within 270 days of our prospectus becoming effective. We will initially develop our software for use on both the Windows and MAC platforms and will then seek to develop the product for use on OSI and Android platforms in the future.
Within 12 months of this filing, we anticipate developing our marketing materials, user guide and sales guide. We will also research publications that cater to our target market and attempt to get editorials in these publications to create additional product awareness. Our marketing efforts will be primarily Internet-based and may include some or all of the following:
| · | Display Advertising - Using web banners or banner advertisements placed on third-party websites to drive traffic to our website and thereby increase awareness for our proposed products. |
| · | Search Engine Marketing - Promoting our website by increasing its visibility in search engines through the use of paid placement, contextual advertising, and paid inclusion, or through the use of free search engine optimization techniques. |
| · | Search Engine Optimization - Improving the visibility of our website in search engines via "natural" or un-paid ("organic" or "algorithmic") search results. |
| · | Social Media Marketing – Seeking to increase and gain traffic and attention to our website through creating and maintaining a presence on a variety of social media sites. |
Traditional e-product marketing utilizing social media, non-spam e-mail, fax blasts and press releases will also be utilized to increase product awareness. We expect to complete this phase within 360 days of this filing.
We may attempt to raise additional funds through private placements, public offerings or long-term loans in order to expand and enhance our proposed product offerings, enhance our presence in the marketplace, enter into different facets of the marketplace, increase our product sales and grow our business. We will also continue to refine our proposed product and optimize our Interned-based marketing efforts from the market feedback we expect to receive. We do not, at this point in time, have cost or timing estimates for these endeavors.
At present, Sommay Vongsa, our sole officer and director, through his investment in our common stock, has invested $5,000 in our company. Mr. Vongsa is willing to make additional financial commitments if required, but the total amount that he is willing to invest has not yet been determined. At the present time, we have not made any arrangements to raise additional cash other than through this offering; however, we intend to raise additional capital through private placements once we gain a quotation on the Over-The-Counter Bulletin Board or the OTC Markets, for which there is no assurance. If we need additional cash but are unable to raise it, we will either suspend development and marketing operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.