Forward Looking Statements
The following dialogue and evaluation of our monetary situation and outcomes of
operations must be learn along with our monetary statements and
associated notes showing elsewhere on this Quarterly Report on Form 10-Q, or
Report.
The info on this dialogue and elsewhere on this Report incorporates
forward-looking statements inside the that means 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”). Such
statements are primarily based upon present expectations that contain dangers and
uncertainties. Any statements contained herein that aren’t statements of
historic truth could also be deemed to be forward-looking statements. For instance, the
phrases “might,” “will,” “consider,” “anticipate,” “plan,” “anticipate,” “intend,”
“may,” “estimate,” “proceed” and comparable expressions or variations establish
forward-looking statements.
Although we consider that we now have an inexpensive foundation for every forward-looking
assertion contained on this Report, we warning you that these statements are
primarily based on a mixture of details and elements at present recognized by us and our
projections of the longer term, about which we can’t be sure. We warning you that
forward-looking statements should not ensures of future efficiency and that our
precise outcomes of operations, monetary situation and liquidity, and the
growth of the business by which we function might differ materially from the
forward-looking statements contained on this Report. Factors which may trigger
such a discrepancy embody, however should not restricted to:
· Our failure to develop or purchase and publish new Apps that obtain market
acceptance or we don't proceed to boost our current Apps.
· Our incapability to take care of an excellent relationship with the markets the place our
Apps are distributed.
· Our incapability to maintain tempo with technological modifications and market
situations within the Apps business.
· Our incapability to compete towards a variety of corporations that market
Apps, lots of which have considerably better assets than we do.
· Our capability to acquire financing as and when wanted on acceptable phrases.
We warning readers to not place undue reliance on any forward-looking statements
made by us, which communicate solely as of the date they’re made. We disclaim any
obligation, besides as particularly required by legislation and the foundations of the
statements to replicate any change in our expectations or in occasions, situations or
circumstances on which any such statements could also be primarily based, or that will have an effect on the
chance that precise outcomes will differ from these set forth within the
forward-looking statements.
Overview
We develop, publish and market Apps for smartphones and pill units. We
derive income from gross sales, or downloads, of our Apps and from ads
printed on our ad-supported recreation titles. During 2021, we didn’t generate any
income. Over the course of 2022, we anticipate to generate income from the sale of
software program titles that we’re creating for personal account, from titles that had been
developed by third-parties which we acquired and from gross sales, sponsorships, and
merchandise from our fanbase and advertisers printed on advert supported content material
on our Esports platform. Operating margins are dependent partly upon our
capability to launch new, commercially profitable software program merchandise and to handle
successfully their growth prices.
Our Apps titles embody video games designed to attraction to a broad cross part of
shoppers. We supply all of our recreation titles in each a free
advertisement-supported model and a paid model that doesn’t show adverts. We
consider that the advert supported variations enable for wider dissemination of our
titles to shoppers who won’t in any other case spend cash for an App with out first
enjoying the sport.
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We market, promote and distribute our video games via as Apple
direct-to-consumer digital storefront. We at present anticipate to promote our Apps
via the digital storefronts, our personal web site, social media, similar to Facebook
and LinkedIn, via cellular advert networks and search engine marketing, or search engine optimization,
instruments.
We just lately launched Gamerfy.com, a website via which we hope to realize entry to
new recreation titles developed by third events to increase our current product
choices. We consider prospects primarily based on a wide range of elements. If we conclude
{that a} explicit prospect is value pursuing, we might fund the event of the
App via launch and past.
We have been constrained in our growth and acquisition actions by a scarcity
of money. Our capability to pursue and obtain our goals is based on our
receipt of significant income from gross sales of our current Apps and people we might
launch sooner or later and from our capability to boost capital from exterior
sources.
Growth Strategies and Outlook
Our principal development technique entails creating and buying new Apps to
complement our current Apps portfolio and selling our Esports platform.
Our major focus can be to launch new recreation titles. We search to solicit new
video games and ideas that we might purchase from third events. We additionally will search to
develop and publish free-to-play video games. Free-to-play video games are video games {that a}
participant can obtain and play totally free, however which permit gamers to entry a
number of further content material and options for a price, via “in-app purchases”
using digital forex that could be bought via digital storefronts,
and to have interaction with varied ads and affords that generate revenues for
us. We might search to amass franchises round which we develop video games, together with
motion pictures, tv applications, toys and different cultural phenomena that lend
themselves to gamification.
During the primary quarter of 2022, we launched a online game incubator,
Gamerfy.com, which can search to amass and commercialize the following era of
recreation titles with explicit give attention to group play, the Metaverse and NFT’s,
every of which might enable us to promote into quickly rising market segments. We
anticipate Gamerfy to be the principal supply of recent video games for us for the
foreseeable future.
During the second quarter of 2021, we launched Esportsreporter.com, a information
channel for a broad spectrum of esports and gaming. We are at present constructing a
following on digital media and anticipate to monetize the positioning and our viewers
using an array of confirmed strategies, together with producing income from
gross sales, sponsorships, merchandise, and advertiser supported content material. We anticipate to
direct a big proportion of our capital assets on Esportsreporter.com
throughout 2022.
Our revenues will rely considerably on development within the cellular video games market and
our capability to develop or purchase and publish Apps which can be well-received by
shoppers. In addition, as a result of our merchandise are bought with disposable
earnings, our success relies on the general energy of the financial system in
United States
analytics and advertising to introduce new Apps and proceed to replace our
current Apps, and to the extent that Apps into which we now have invested
important capital should not profitable, our enterprise and monetary situation
might be harmed. We function in an atmosphere that’s extraordinarily aggressive for
customers towards a frequently growing variety of builders, lots of that are
considerably bigger than us and produce other aggressive benefits. We anticipate to
allocate a cloth portion of our working income and capital that we obtain
to gross sales and advertising initiatives in reference to the launch and promotion
of our video games in an effort to drive gross sales.
Our capability to attain and maintain profitability will rely not solely on our
capability to generate significant our revenues, but in addition on our capability to handle
our working bills. Currently, we now have one full-time worker, who receives
compensation when and as decided by the board of administrators. For the
foreseeable additional, we anticipate to make the most of the companies of impartial
contractors and consultants, who we consider are available for our
functions, so as to handle our personnel prices. We additionally will proceed to
preserve a digital workplace so long as our operations allow us to take action to
comprise our workplace area overhead.
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We require important further capital to fund the event of Apps in
course of that we now have developed internally or acquired from third events throughout
the final 12 months. We additionally require capital to fund advertising initiatives for our
current merchandise and the launch and advertising of Apps in growth. We can’t
make sure that the extra capital we require can be out there on acceptable
phrases or in any respect. If satisfactory funds should not out there on acceptable phrases or at
all, we could also be unable to develop or improve our companies and merchandise, take
benefit of future alternatives, repay debt obligations as they turn out to be due, or
reply to aggressive pressures, any of which might have a cloth adversarial
impact on our enterprise, prospects, monetary situation, and outcomes of
operations.
Results of Operations for the Three Months Ended
Three Months Ended
The following desk presents our outcomes of operations for the three months
ended
Three Months Ended March 31,
2022 2021
Revenue $ - $ -
Expenses
Selling, General and Administrative 4,171 3,763
Depreciation/Amortization Expense - 104
Interest Expense 1,532 2,298
Outside Services 1,455 6,226
Professional Fees 850 250
Total Expenses 8,008 12,641
Net Loss $ (8,008 ) $ (12,641 )
Business Activity
During the quarter ended
Gamerfy platform to establish recreation builders and our additional creating our
Esports platform.
Net Loss
During the quarter ended
Liquidity and Capital Resources
Liquidity is the power of an organization to generate satisfactory quantities of money to
assist its present and future operations, fulfill its obligations, and
in any other case function on an ongoing foundation. Significant elements within the administration of
liquidity are funds generated by operations, the provision of credit score
amenities, ranges of accounts receivable and accounts payable and capital
expenditures.
Our major necessities for liquidity and capital are to fund the event
and acquisition of recent Apps, to develop and promote our Esports platform, for
gross sales and advertising initiatives in reference to the launch and promotion of
our video games and platforms, and for working capital to fund our basic company
wants, together with submitting studies underneath the federal securities legal guidelines.
Since our prospects pay for his or her purchases by credit score or debit card on the time
of sale, neither inventories nor receivables are related to our enterprise.
Since our inception, we now have financed our operations via the sale of fairness
securities, from third celebration loans and from internally generated income from
operations.
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As of
working capital deficit of
During the three months ended
from
drawdown promissory be aware that entitles us to borrow as much as
curiosity on the fee of two% per 12 months borrowings and which matures on
2025
drawdown and the sum of
In addition to the indebtedness underneath the drawdown be aware referenced above, as of
mixture quantity of
the speed of two% per 12 months.
We would not have any money readily available and we now have not generated significant money stream
from operations enough to assist our operations. As described above, we
have been borrowing money to fund our operations. We require important money to
effectuate all of our desired recreation growth and Esports platform methods.
We will proceed to depend on borrowings from third celebration loans. However, our
future operations are depending on our capability to safe important further
financing. Financing transactions might embody the issuance of fairness or debt
securities, acquiring credit score amenities or via different financing mechanisms.
However, we can’t guarantee traders that we will safe such
financing on phrases favorable to us, if in any respect. Even if we’re capable of elevate the
funds required, it’s attainable that we may incur sudden prices and
bills, fail to gather important quantities owed to us, or expertise
sudden money necessities that will drive us to hunt different financing.
Furthermore, if we concern further fairness or debt securities, stockholders might
expertise further dilution or the brand new fairness securities might have rights,
preferences or privileges senior to these of current holders of our widespread
inventory. The incapability to acquire further capital might proceed to limit our
capability to develop and will scale back our capability to proceed to conduct enterprise
operations. If we’re unable to acquire further financing, we might need to
curtail our advertising and growth plans and probably stop our operations.
Cash Flows: Operating Activities
We used web money utilized in working actions for the 9 months ended
31, 2022
consisting principally of funds to exterior consultants, builders and
programmers and funds to internet hosting and e-mail internet hosting suppliers. The
lower in money utilized in working actions was the results of our restricted money
assets to deploy to our operations.
Investing Activities
We didn’t make the most of and money in investing actions for the 9 months ended
Financing Activities
During the three months ended
actions was
financing was supplied by loans to the Company. We utilized all the proceeds
that we acquired from the borrowings for working capital.
Contractual Commitments as of
As of
is outlined in Item 303 of Regulation S-Ok promulgated underneath the Securities Act of
1933, as amended.
15 Going Concern
The notes to our monetary statements for the quarter ended
the report of our impartial registered public accounting agency on our monetary
statements for the 12 months ended
with respect to our capability to proceed as a going concern. As mirrored within the
accompanying monetary statements, the Company has a deficit amassed of
relies upon its capability to generate future worthwhile operations and/or to
get hold of the mandatory financing to satisfy its obligations and pay its liabilities
arising from regular enterprise operations after they come due. The accompanying
monetary statements don’t embody any changes which may come up due to
this uncertainty
The presence of the going concern explanatory paragraph means that we might not
have enough liquidity, or minimal money ranges, to function our enterprise.
Since our inception, we now have incurred losses and anticipate that we’ll
proceed to incur losses till such time as our Apps generate enough income
to offset our analysis and growth, basic and administrative and gross sales and
advertising bills. We might want to elevate further capital to fund our
near-term operational plans described elsewhere on this report. We can’t guarantee
you that we’ll achieve success in our operational plans. We can’t make sure that
the extra capital we require can be out there on acceptable phrases or at
all. If satisfactory funds should not out there on acceptable phrases or in any respect, we might
be unable to develop or improve our companies and merchandise, benefit from
future alternatives, repay debt obligations as they turn out to be due, or reply to
aggressive pressures, any of which might have a cloth adversarial impact on our
enterprise, prospects, monetary situation, and outcomes of operations.
Off-Balance Sheet and Other Arrangements
We don’t have interaction in any actions involving variable curiosity entities or
off-balance sheet preparations.
Inflation
We don’t consider that inflation has had a cloth impact on our enterprise,
monetary situation or outcomes of operations. If our prices had been to turn out to be
topic to important inflationary pressures, we’d not have the ability to absolutely
offset these greater prices via value will increase. Our incapability or failure to
achieve this may hurt our enterprise, working outcomes and monetary situation.
Critical Accounting Policies and Use of Estimates
The dialogue and evaluation of economic situation and outcomes of operations are
primarily based upon the Company’s monetary statements, which have been ready in
accordance with typically accepted accounting rules in
The preparation of those condensed consolidated monetary statements requires
estimates and assumptions that have an effect on the reported quantities of belongings,
liabilities, gross sales and bills, and associated disclosure of contingent belongings and
liabilities. On an ongoing foundation, our administration evaluates its estimates primarily based
upon historic expertise and varied different assumptions that it believes to be
cheap within the circumstances, the outcomes of which type the idea for making
judgments concerning the carrying values of belongings and liabilities that aren’t
readily obvious from different sources. Actual outcomes might differ from these
estimates.
The Company believes that its important accounting insurance policies have an effect on its extra
important estimates and judgments used within the preparation of its consolidated
monetary statements. Our important accounting insurance policies are described in Note
C to our audited monetary statements included in our annual report on Form 10-Ok
for the interval ended
any important change within the Company’s essential accounting insurance policies since
Recent Accounting Pronouncements
Emerging Growth Company Critical Accounting Policy Disclosure: We qualify as an
“rising development firm” underneath the 2012 JOBS Act. Section 107 of the JOBS Act
supplies that an rising development firm can benefit from the prolonged
transition interval supplied in Section 7(a)(2)(B) of the Securities Act for
complying with new or revised accounting requirements. As an rising development
firm, we are able to delay the adoption of sure accounting requirements till these
requirements would in any other case apply to non-public corporations. We have elected to take
benefit of the advantages of this prolonged transition interval.
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See Note C to the monetary statements furnished with this report for a
dialogue of current accounting pronouncements that had a cloth impact on the
monetary statements introduced herein.
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