What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-11-13 compared with 2024-08-13 · 85 added, 88 removed, 142 unchanged (55% of the section changed)

94 unchanged sentences

of Operations

Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023

following table summarizes our results of operations for the three months ended June 30, 2024 and 2023:

Months Ended June 30,

Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

following table summarizes our results of operations for the three months ended September 30, 2024 and 2023:

Months Ended September 30,

Cost of revenues

2 unchanged sentences

Research and development

and marketing

Operating Expenses

6 unchanged sentences

and Cost of Revenues

Company did not have any revenues during the quarters ended June 30, 2024 and 2023.

Company did not have any revenues during the quarters ended September 30, 2024 and 2023.

and Administrative Expenses

and administrative expenses for the three months ended June 30, 2024 were approximately $380,000 compared to approximately $395,000 for

the three months ended June 30, 2023, a decrease of approximately $15,000.

and administrative expenses for the three months ended September 30, 2024 were approximately $316,000 compared to approximately $495,000

for the three months ended September 30, 2023, a decrease of approximately $180,000.

The 2023 period included approximately $92,000 of

legal and professional fees associated with filing the Company’s Form 10 and $50,000 related to investment due diligence.

Additionally,

the travel expenses were approximately $21,000 higher during the 2023 period.

and Development Expenses

and development expenses for the three months ended June 30, 2024 were approximately $700 compared to $0 for the six months ended June

and Marketing Expenses

and marketing expenses for the three months ended June 30, 2024 were approximately $11,000 compared to $0 for the three months ended

June 30, 2023.

Sales and marketing expenses relate to our engagement of a part-time marketing consultant during the quarter and related

and development expenses for the three months ended September 30, 2024 were $0 compared to $8,803 for the nine months ended September

Income (Expense)

Interest income for the three months ended June 30, 2024 and 2023 was minimal and consisted of interest earned on invested

Interest income for the three months ended September 30, 2024 and 2023 was minimal and consisted of interest earned on invested

cash balances.

Interest expense for the three months ended June 30, 2024 and 2023 was approximately $12,800 and $2,000, respectively, and

was primarily related to our Economic Injury Disaster Loan (“EIDL ”), commercial line of credit and related party working

capital loans.

Interest expense for the three months ended September 30, 2024 and 2023 was $12,276 and $2,993, respectively, and was primarily

related to our Economic Injury Disaster Loan (“EIDL ”), commercial line of credit and related party working capital

and Capital Resources

the quarter ended June 30, 2024, the Company sold 616,000 shares of Common Stock at $0.25 per share resulting in total proceeds of approximately

During the quarter ended June 30, 2023, the Company sold 3,333,333 shares of Common Stock at $0.15 per share resulting in total

proceeds of approximately $500,000.

had an accumulated deficit of approximately $7.2 million, incurred a net loss of approximately $327,000, and had cash outflows from operations

of approximately $3066,000 as of and for the three months ended June 30, 2024.

Further, we expect to continue to incur significant costs

in the pursuit of our business plans.

We cannot assure you that our plans to raise capital or to complete our film development and production

activities will be successful.

These factors, among others, raise substantial doubt about our ability to continue as a going concern.

of approximately $773,000 as of and for the three months ended September 30, 2024.

Further, we expect to continue to incur significant

costs in the pursuit of our business plans.

We cannot assure you that our plans to raise capital or to complete our film development

and production activities will be successful.

These factors, among others, raise substantial doubt about our ability to continue as a

going concern.

our inception, we have incurred significant operating losses.

3 unchanged sentences

from related parties under promissory notes.

As of June 30, 2024, we had cash and cash equivalents of approximately $8,000.

the three months ended June 30, 2024, operating activities used approximately $306,000 of cash, including providing $176,000 of financing

to a film production company.

During the three months ended June 30, 2023, operating activities consumed approximately $188,000 of cash.

the three months ended June 30, 2024 and 2023, investing activities consumed approximately $22,000 and $0 of cash.

During the quarter

ended June 30, 2024, the Company invested approximately $19,000 in capitalized website development costs.

the three months ended June 30, 2024, net cash provided by financing activities was approximately $310,000 including $154,000 of proceeds

from the sale of Common Stock and $1,570,000 of net working capital financing under a master loan agreement from a related party.

the three months ended June 30, 2023, net cash provided by financing activities was $125,000 comprised of working capital financing under

a master loan agreement from a related party and a new commercial line of credit.

months ended June 30, 2024 Compared to six months ended June 30, 2023

following table summarizes our results of operations for the six months ended June 30, 2024 and 2023:

Months ended June 30,

As of September 30, 2024, our cash and cash equivalents were negligible and we were not

able to meet our current obligations as they became due and payable.

the three months ended September 30, 2024, operating activities consumed approximately $31,000 of cash, representing substantially all

of the Company’s cash on hand.

Accounts payable and accrued expenses increased by approximately $301,000 during the quarter due

to a lack of liquidity to meet current obligations as they became due and payable.

the three months ended September 30, 2023, operating activities used approximately $398,000 of cash, primarily resulting from our net

loss of approximately $507,000, partially offset by non-cash charges and changes in our operating assets and liabilities of $108,000.

the three months ended September 30, 2024 and 2023, investing activities included approximately $2,000 and $27,000 of produced and licensed

film production costs.

the three months ended September 30, 2024, net cash provided by financing activities was $26,000 which included approximately $37,000

of related party borrowings net of approximately $11,000 of debt repayments.

the three months ended September 30, 2023, net cash provided by financing activities was approximately $700,000 including approximately

$803,000 of proceeds from the sale of Common Stock partially offset by net repayments of $103,000 on related party borrowings.

months ended September 30, 2024 Compared to nine months ended September 30, 2023

following table summarizes our results of operations for the nine months ended September 30, 2024 and 2023:

Months ended September 30,

Cost of revenues

10 unchanged sentences

$ (2,227,072 )

$ (1,272,558 )

and Cost of Revenues

the six months ended June 30, 2024 and 2023, the Company had revenues of approximately $23,000 and $169,000, respectively.

The 2024 revenues

were from the Buffaloed CAMA.

Revenues during the 2023 period, were from contracts with customers for consulting services.

and Administrative Expenses

and administrative expenses for the six months ended June 30, 2024 were approximately $1,882,000 compared to approximately $579,000 for

the six months ended June 30, 2023, an increase of approximately $1.3M.

The increase was primarily attributable to the Company recording

approximately $1,258,000 of stock option expense and a $186,000 increase in professional fees in the first half of 2024.

The 2023 period

included approximately $194,000 of bad debt expense.

As a public company, we expect general and administrative costs to continue to increase

in future periods.

the nine months ended September 30, 2023 and 2022, the Company had revenues of approximately $23,000 and $169,000, respectively.

2024 revenues were derived from the Company’s interest in the Buffaloed CAMA.

The Company’s 2023 revenue came from

contracts with customers for consulting services and from the licensing and distribution of film and other entertainment rights.

and administrative expenses for the nine months ended September 30, 2024 were approximately $2,198,000 compared to approximately $1,074,000

for the nine months ended September 30, 2023, an increase of approximately $1.1M.

The increase was primarily attributable to the Company

recording approximately $1,258,000 of stock option expense in the 2024 period along with a $43,000 net increase in consulting fees.

2023 period included approximately $194,000 of bad debt expense.

As a public company, we expect general and administrative costs to continue

to increase in future periods.

and Development Expenses

and development expenses for the six months ended June 30, 2024 were approximately $700 compared to $0 for the six months ended June

and development expenses for the nine months ended September 30, 2024 were approximately $700 compared to $8,800 for the nine months

ended September 30, 2023.

and Marketing Expenses

and marketing expenses for the six months ended June 30, 2024 were approximately $25,000 compared to $0 for the three months ended June

Sales and marketing expenses relate to our engagement of a part-time marketing consultant during the period and related expenses.

and marketing expenses for the nine months ended September 30, 2024 were approximately $25,000 compared to $0 for the three months ended

September 30, 2023.

Sales and marketing expenses relate to our engagement of a part-time marketing consultant during the period and related

Income (Expense)

Interest income for the Six months ended June 30, 2024 and 2023 was approximately $486 and $2,453, respectively, and consisted

Income (Expense)

Interest income for the nine months ended September 30, 2024 and 2023 was $1,818 and $2,793, respectively, and consisted

of interest earned on invested cash balances.

Interest expense for the Six months ended June 30, 2024 and 2023 was approximately $16,000 and $4,000, respectively, and

was primarily related to our Economic Injury Disaster Loan (“EIDL ”), commercial line of credit and related party working

capital loans.

Interest expense for the nine months ended September 30, 2024 and 2023 was $28,281 and $6,934, respectively, and was primarily

related to our Economic Injury Disaster Loan (“EIDL ”) and working capital loan.

and Capital Resources

the first Six months of 2024, the Company sold 691,000 shares of Common Stock for $0.25 per share resulting in total proceeds of approximately

During the six months ended June 30, 2023, the Company sold 3,333,333 shares of Common Stock at $0.15 per share resulting in

total proceeds of approximately $500,000.

We had an accumulated deficit of approximately $6.9 million, incurred a net loss of approximately

$1.9 million, and had cash outflows from operations of approximately $742,000 as of and for the six months ended June 30, 2024.

we expect to continue to incur significant costs in the pursuit of our business plans.

We cannot assure you that our plans to raise capital

or to complete our film development and production activities will be successful.

These factors, among others, raise substantial doubt

about our ability to continue as a going concern.

the first nine months of 2024, the Company sold 691,000 shares of Common Stock for $0.25 per share resulting in total proceeds of approximately

During the nine months ended September 30, 2023, the Company sold 7,147,498 shares of Common Stock at prices between $0.15

and $0.20 per share resulting in total proceeds of approximately $716,000.

We had an accumulated deficit of approximately $7.2 million,

incurred a net loss of approximately $2.2 million, and had cash outflows from operations of approximately $773,000 as of and for the

nine months ended September 30, 2024.

Further, we expect to continue to incur significant costs in the pursuit of our business plans.

We cannot assure you that our plans to raise capital or to complete our film development and production activities will be successful.

These factors, among others, raise substantial doubt about our ability to continue as a going concern.

our inception, we have incurred significant operating losses.

3 unchanged sentences

from related parties under promissory notes.

As of June 30, 2024, we had cash and cash equivalents of approximately $8,000.

the Six months ended June 30, 2024, operating activities used approximately $741,000 of cash including providing $396,000 of financing

to film production companies.

the Six months ended June 30, 2023, operating activities consumed approximately $318,000 of cash, primarily resulting from our net loss,

net of non-cash charges, of approximately $229,000.

the six months ended June 30, 2024 and 2023, investing activities consumed approximately $30,000 and $10,000 of cash.

The 2024 period

included $22,000 of website development costs and $8,000 of produced and licensed film production costs.

Costs during the 2023 period

included approximately $10,000 of produced and licensed film production costs.

the six months ended June 30, 2024, net cash provided by financing activities was approximately $576,000 including $415,000 of proceeds

from the sale of Common Stock and $407,000 of net working capital financing under a master loan agreement from a related party and a

commercial line of credit.

the six months ended June 30, 2023, net cash provided by financing activities was approximately $562,000 including $460,000 of proceeds

from the sale of Common Stock and $103,000 of net working capital financing under a master loan agreement from a related party and a

commercial line of credit.

As of September 30, 2024, we had cash and cash equivalents of approximately $0.

the nine months ended September 30, 2024, operating activities consumed substantially all of the Company’s available cash resources

of approximately $773,000.

the nine months ended September 30, 2023, operating activities used approximately $717,000 of cash, primarily resulting from our net

loss of approximately $954,000, partially offset by non-cash charges and changes in our operating assets and liabilities of $238,000.

the nine months ended September 30, 2024 and 2023, investing activities included approximately $10,000 and $37,000 of produced and licensed

film production costs.

Additionally, during the 2024 and 2023 periods, the Company invested approximately $22,000 and $9,000 in website

development costs, respectively.

the nine months ended September 30, 2024, net cash provided by financing activities was approximately $601,000 including $169,000 of

proceeds from the sale of Common Stock and $432,000 from net related party borrowings.

the nine months ended September 30, 2023, net cash provided by financing activities was $1.3 million of proceeds from the sale of Common

Additionally, during 2023 period the Company borrowed and fully repaid $178,500 under a promissory note with the Company’s

chief executive officer.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

have been no material changes to our market risk during the first quarter of 2024.

For a discussion of our exposure to market risk, please

see Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of our 2023 Form 10-K.

have been no material changes to our market risk during the first nine months of 2024.

For a discussion of our exposure to market risk,

please see Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of our 2023 Form 10-K.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis