What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-11-14 compared with 2024-08-26 · 119 added, 106 removed, 439 unchanged (34% of the section changed)

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

June 30, 2024

September 30, 2024

December 31, 2023

43 unchanged sentences

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended

September 30,

Nine Months Ended

September 30,

Cost of sales

9 unchanged sentences

Total other expense

( 1,336,006 )

Net loss from continuing operations

( 1,698,946 )

Loss from discontinued operations

Net loss before income tax

( 1,814,150 )

$ ( 899,953 ))

$ ( 205,755 )

$ ( 1,814,150 )

$ ( 929,087 )

Net loss from continuing operations per common share, basic and diluted

4 unchanged sentences

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

THE THREE AND SIX MONTHS ENDED JUNE 30, 2024 AND 2023

THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

stockholders’

8 unchanged sentences

( 22,692,882 )

Additional Paid-in

Total stockholders’

Balance, September 30, 2024

$ ( 60,831,341 )

$ ( 23,592,835 )

stockholders’

Balance, December 31, 2022

4 unchanged sentences

( 42,547,390 )

Balance, June 30, 2023

( 80,028,883 )

( 42,790,377 )

Net income (loss)

Balance, June 30, 2023

( 80,028,883 )

( 42,790,377 )

Balance, September 30, 2023

$ ( 80,234,638 )

$ ( 42,996,132 )

$ ( 80,234,638 )

$ ( 42,996,132 )

accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended

For the Nine Months Ended

September 30,

Cash flows from operating activities

15 unchanged sentences

Accrued liabilities

Income tax liability

Accrued payroll and compensation

Accrued interest

Net cash provided (used) by operating activities

Net cash (used) provided by operating activities

Cash flows from investing activities:

6 unchanged sentences

Repayments of related-party loans

Net Cash (used) provided by financing activities

Net Cash provided (used) by financing activities

Net change in cash

24 unchanged sentences

In the opinion of our management, all adjustments, including

normal recurring adjustments necessary to present fairly our financial position, as of June 30, 2024, and the results of our operations

and cash flows for the six months then ended have been included.

normal recurring adjustments necessary to present fairly our financial position, as of September 30, 2024, and the results of our operations

and cash flows for the nine months then ended have been included.

The results of operations for the interim period are not necessarily

25 unchanged sentences

There were no cash

equivalents as of June 30, 2024 and December 31, 2023.

equivalents as of September 30, 2024 and December 31, 2023.

follow Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue

9 unchanged sentences

returns and any taxes collected from customers, which are subsequently remitted to governmental authorities.

the six months ended June 30, 2024 and 2023, we recognized revenue of $ 48,004 and $ 23,228 , respectively, related to the performance obligations

under product development service agreements with customers.

These contracts are long term in nature and revenue is recognized at certain

milestone intervals upon our delivery and customer acceptance of work product related to those milestones:

namely, product design, packaging,

branding display, and prototypes.

There were no costs to obtain the contracts identified, and therefore, no asset has been recorded for

customer acquisition costs.

We have not recognized impairment losses related to the receivables from these contracts during the six

months ended June 30, 2024 and 2023.

the nine months ended September 30, 2024 and 2023, we recognized revenue of $ 68,709 and $ 538,228 , respectively, related to the performance

obligations under product development service agreements with customers.

These contracts are long term in nature and revenue is recognized

at certain milestone intervals upon our delivery and customer acceptance of work product related to those milestones:

namely, product

design, packaging, branding display, and prototypes.

There were no costs to obtain the contracts identified, and therefore, no asset

has been recorded for customer acquisition costs.

We have not recognized impairment losses related to the receivables from these contracts

during the nine months ended September 30, 2024 and 2023.

Additionally,

we recognized revenues of $ 771,878 and $ 648,692 during the six months ended June 30, 2024 and 2023, respectively, related to the delivery

of products to our customers.

Each delivery is based on the unique contract with the customer, which is a stand-alone contract that we

retain the right to accept or reject.

Upon acceptance, we oblige delivery of such product to the customer at an agreed-upon place, time,

we recognized revenues of $ 1,007,243 and $ 900,204 during the nine months ended September 30, 2024 and 2023, respectively, related to

the delivery of products to our customers.

Each delivery is based on the unique contract with the customer, which is a stand-alone contract

that we retain the right to accept or reject.

Upon acceptance, we oblige delivery of such product to the customer at an agreed-upon place,

time, and price.

We recognize revenue under the unique contract upon fulfillment of our performance obligations therein, typically limited

8 unchanged sentences

that have been recognized but not yet received are recorded as accounts receivable.

Losses on receivables will be recognized when it

is more likely than not that a receivable will not be collected.

An allowance for estimated uncollectible amounts will be recognized

to reduce the amount receivable to its net realizable value when needed.

As of June 30, 2024 and December 31, 2023, the Company has no t

recorded an allowance for doubtful accounts.

The Company estimates credit losses based on the Current Expected Credit Losses (CECL) model as required by ASC 326.

The allowance for credit losses is based on a variety of factors, including historical loss experience, current conditions, and reasonable

and supportable forecasts of future economic conditions.

As of September 30, 2024 and December 31, 2023, the Company

has not recorded an allowance for doubtful accounts.

in Securities

cost-method investment consists of an investment in a private digital multi-media technology company that totaled $ 300,000 at June 30,

cost-method investment consists of an investment in a private digital multi-media technology company that totaled $ 300,000 at September

30, 2024 and December 31, 2023.

15 unchanged sentences

These deposits are carried as a separate balance sheet

component and total $ 22,508 (non-related-party) and $ 619,189 (related-party) as of June 30, 2024 and $ 26,983 (non-related-party) and

$ 224,411 (related-party) as of December 31, 2023.

component and total $ 26,373 (non-related-party) and $ 596,253 (related-party) as of September 30, 2024 and $ 26,983 (non-related-party)

and $ 224,411 (related-party) as of December 31, 2023.

most of tobacco related products, the Company pays in advance for Federal Excise Taxes and State Excise Taxes prior to receiving product.

2 unchanged sentences

SCHEDULE OF INVENTORY

June 30, 2024

December 31, 2023

September 30,

Finished goods

Raw materials

Fair Value of Financial Instruments

Value of Financial Instruments

820-10-15, Fair Value Measurement-Overall-Scope and Scope Exceptions , defines fair value, thereby eliminating inconsistencies

14 unchanged sentences

Derivative liabilities are measured using level 3 inputs.

SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES CARRIED AT FAIR VALUED MEASURED ON RECURRING BASIS

OF FINANCIAL ASSETS AND LIABILITIES CARRIED AT FAIR VALUED MEASURED ON RECURRING BASIS

September 30,

Quoted prices

12 unchanged sentences

402,678,000 and 216,834,000 potentially issuable shares from the conversions of convertible debentures outstanding that were excluded

in dilutive outstanding shares for the six months ended June 30, 2024 and 2023, respectively, due to the anti-dilutive effect these would

have on net loss per share.

We do not currently have adequate authorized but unissued shares to satisfy our obligations should all instruments

eligible to convert to common stock be exercised.

We are not currently contemplating an increase in our authorized shares but may do

so in the future.

in dilutive outstanding shares for the nine months ended September 30, 2024 and 2023, respectively, due to the anti-dilutive effect these

would have on net loss per share.

We do not currently have adequate authorized but unissued shares to satisfy our obligations should

all instruments eligible to convert to common stock be exercised.

We are not currently contemplating an increase in our authorized shares

but may do so in the future.

Issued Accounting Pronouncements

5 unchanged sentences

3 — GOING CONCERN

accompanying unaudited consolidated financial statements have been prepared in conformity with US GAAP, which contemplates our continuation

accompanying unaudited consolidated financial statements have been prepared in conformity with US GAAP, which considers our continuation

as a going concern.

We had a working capital deficiency of $ 20,195,795 as of June 30, 2024, and a net loss from continuing operations

of $ 837,674 for the six months ended June 30, 2024.

As of June 30, 2024, we had an accumulated deficit of $ 59,931,388 .

These conditions

raise substantial doubt about our ability to continue as a going concern.

We had a working capital deficiency of $ 21,085,854 as of September 30, 2024, and a net loss from continuing operations

of $ 1,698,946 for the nine months ended September 30, 2024.

As of September 30, 2024, we had an accumulated deficit of $ 60,831,341 .

conditions raise substantial doubt about our ability to continue as a going concern.

ability to continue as a going concern is dependent upon our ability to successfully accomplish our business plan and eventually attain

20 unchanged sentences

SCHEDULE OF PROPERTY AND EQUIPMENT AND ESTIMATED SERVICE LIVES

June 30, 2024

December 31, 2023

Useful Life (years)

September 30,

Furniture and office equipment

1 unchanged sentence

Property and equipment, net

recorded $ 2,447 and $ 1,893 of depreciation expense during the six months ended June 30, 2024 and 2023.

recorded $ 3,677 and $ 3,260 of depreciation expense during the nine months ended September 30, 2024 and 2023.

5 — RELATED PARTY TRANSACTIONS

2 unchanged sentences

There were no repayments made during the periods presented.

At June 30, 2024 and December 31, 2023, the principal amount owing

on the note was $ 151,833 and $ 151,833 , respectively.

At September 30, 2024 and December 31, 2023, the principal amount

owing on the note was $ 151,833 and $ 151,833 , respectively.

No demand for payment has been made.

4 unchanged sentences

We made no payments towards the outstanding notes during the periods presented.

The principal balance owing on the notes as of June 30,

The principal balance owing on the notes as of September

30, 2024 and December 31, 2023, was $ 72,466 and $ 72,466 , respectively.

No demand for payment has been made.

were $ 21,882 and $ 21,882 of short-term advances due to related parties as of June 30, 2024 and December 31, 2023, respectively.

were $ 21,882 and $ 21,882 of short-term advances due to related parties as of September 30, 2024 and December 31, 2023, respectively.

have agreed to issue stock options to Iehab Hawatmeh, our president, as compensation for services provided as our chief executive officer.

The terms of his employment agreement require us to grant options to purchase 6,000

shares of our stock each year.

The terms of his employment agreement require us to grant options to purchase 6,000 shares of our stock each year.

Hawatmeh held

outstanding options to purchase 24,000

shares of common stock as of June 30, 2024.

Note 11–Stock Options and Warrants.

of June 30, 2024 and December 31, 2023, we owed our president a total of $ 433,379 and $ 433,379 , respectively, in unsecured advances.

outstanding options to purchase 24,000 shares of common stock as of September 30, 2024.

See Note 11–Stock Options and Warrants.

of September 30, 2024 and December 31, 2023, we owed our president a total of $ 433,379 and $ 433,379 , respectively, in unsecured advances.

The advances and short-term bridge loans were approved by our board of directors under a 5 % borrowing fee.

2 unchanged sentences

These amounts are included in our liabilities from discontinued operations.

the six months ended June 30, 2024, we had a net increase in deposits with a related-party inventory supplier totaling $ 394,778 .

related party is an entity controlled by our chief executive officer.

the nine months ended September 30, 2024, we had a net decrease in deposits with a related-party inventory supplier totaling $ 371,842 .

The related party is an entity controlled by our chief executive officer.

All transactions were at a 2 % markup over the related-party’s

1 unchanged sentence

Total inventory purchases from the related party were $ 731,918 and $ 837,618

during the periods ended June 30, 2024 and December 31, 2023, respectively.

during the periods ended September 30, 2024 and December 31, 2023, respectively.

6 — OTHER ACCRUED LIABILITIES

3 unchanged sentences

SCHEDULE OF ACCRUED LIABILITIES

June 30, 2024

December 31, 2023

September 30,

Tax liabilities

Accrued Royalty - Globrands LLC

accrued liabilities as of June 30, 2024 and December 31, 2023, include a non-interest-bearing payable totaling $ 45,000 and $ 45,000 , respectively,

that is due on demand and customer deposits totaling $ 2,196,164 and $ 1,735,109 , respectively.

accrued liabilities as of September 30, 2024 and December 31, 2023, include a non-interest-bearing payable totaling $ 45,000 and $ 45,000 ,

respectively, that is due on demand and customer deposits totaling $ 2,064,335 and $ 1,735,109 , respectively.

payroll and compensation liabilities consist of the following:

SCHEDULE OF ACCRUED PAYROLL AND COMPENSATION LIABILITIES

June 30, 2024

September 30, 2024

December 31, 2023

42 unchanged sentences

as time barred debt.

The amounts of $ 5,164 and $ 5,164 were due as June 30, 2024 and December 31, 2023, respectively.

The amounts of $ 5,164 and $ 5,164 were due as September 30, 2024 and December 31, 2023, respectively.

engage Iehab Hawatmeh, our president and chief executive officer, through an employment agreement entered in August 2009 and amended

21 unchanged sentences

On January 1, 2020, we resumed accruing wages for our chief executive officer.

$ 74,124 and $ 345,000 was accrued during the periods ended June 30, 2024 and December 31, 2023, respectively.

$ 222,373 and $ 345,000 was accrued during the periods ended September 30, 2024 and December 31, 2023, respectively.

also have an oral agreement with our other director that requires us to issue options to purchase 2,000 shares of our common stock each

4 unchanged sentences

SCHEDULE OF NOTES PAYABLE

June 30, 2024

December 31, 2023

September 30,

Note payable to former service provider for past due account payable (current)

Note payable for settlement of debt (long-term)

Small Business Administration loan

is $ 391,648 and $ 366,626 of accrued interest due on these notes as of June 30, 2024 and December 31, 2023, respectively.

Small Business Administration loans

is $ 383,327 and $ 366,626 of accrued interest due on these notes as of September 30, 2024 and December 31, 2023, respectively.

9 — CONVERTIBLE DEBENTURES

1 unchanged sentence

SCHEDULE OF CONVERTIBLE DEBENTURES

June 30, 2024

December 31, 2023

September 30,

Convertible debenture, 5 % stated interest rate, secured by all our assets, due on May 30, 2022

8 unchanged sentences

for the 20 trading days prior to conversion.

of June 30, 2024 and December 31, 2023, we had accrued interest on the convertible debentures totaling $ 1,988,046 and $ 1,921,590 , respectively.

of September 30, 2024 and December 31, 2023, we had accrued interest on the convertible debentures totaling $ 2,021,639 and $ 1,921,590 ,

respectively.

10 — DERIVATIVE LIABILITIES

7 unchanged sentences

We have estimated the fair value of these embedded derivatives for convertible debentures and associated warrants using a Monte Carlo

simulation as of June 30, 2024, using the following assumptions:

simulation as of September 30, 2024, using the following assumptions:

SCHEDULE OF DERIVATIVE LIABILITIES AT FAIR VALUE

Risk-free rates

Remaining life

0.25 - 2.83 years

fair values of the derivative instruments are measured each quarter, which resulted in a loss of $ 326,259 and $ 44,503 during the six

months ended June 30, 2024 and 2023, respectively.

As of June 30, 2024 and December 31, 2023, the fair market value of the derivatives

aggregated $ 1,623,196 and $ 1,296,937 , respectively.

A summary of the activity of the derivative liability for these notes is as follows:

SCHEDULE OF ACTIVITY OF THE DERIVATIVE LIABILITY

Balance at December 31, 2022

Derivative loss due to mark to market adjustment

Balance at December 31, 2023

Derivative loss due to mark to market adjustment

Balance at September 30, 2024

fair values of the derivative instruments are measured each quarter, which resulted in a loss of $ 775,157 and $ 19,238 during the nine

months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024 and December 31, 2023, the fair market value of the

derivatives aggregated $ 2,072,094 and $ 1,296,937 , respectively.

11 — STOCK OPTIONS AND WARRANTS

Incentive Plans

of June 30, 2024 and December 31, 2023, we had no unrecognized compensation related to outstanding options that have not yet vested at

year-end that would be recognized in subsequent periods.

of June 30, 2024 and December 31, 2023, there were 32,000 options issued and vested with a weighted average exercise price of $ 0.01 and

a weighted average remaining life of 2.48 years.

Outstanding options as of June 30, 2024, consisted of:

of September 30, 2024 and December 31, 2023, we had no unrecognized compensation related to outstanding options that have not yet vested

at year-end that would be recognized in subsequent periods.

of September 30, 2024 and December 31, 2023, there were 32,000 options issued and vested with a weighted average exercise price of $ 0.01

and a weighted average remaining life of 2.23 years.

Outstanding options as of September 30, 2024, consisted of:

SCHEDULE OF STOCK OPTIONS OUTSTANDING

5 unchanged sentences

The assets and liabilities associated with this business

are displayed as assets and liabilities from discontinued operations as of June 30, 2024 and December 31, 2023.

Additionally, the revenues

and costs associated with this business are displayed as losses from discontinued operations.

are displayed as assets and liabilities from discontinued operations as of September 30, 2024 and December 31, 2023.

Additionally, the

revenues and costs associated with this business are displayed as losses from discontinued operations.

the year ended December 31, 2023, the Company received legal representation that the judgement related to Play Beverages, LLC, (Note

1 unchanged sentence

of time barred debt previously included in liabilities from discontinued operations.

SCHEDULE OF DISCONTINUED OPERATIONS

assets and liabilities included in discontinued operations were as follows:

June 30, 2024

SCHEDULE OF DISCONTINUED OPERATIONS

September 30, 2024

December 31, 2023

7 unchanged sentences

Current maturities of long-term debt

Related-party payable

Short-term advances payable

Total liabilities from discontinued operations

loss from discontinued operations for the six months ended June 30, 2024 and 2023, were comprised of the following components:

Six Months ended June 30,

loss from discontinued operations for the nine months ended September 30, 2024 and 2023, were comprised of the following components:

Nine Months ended September 30,

Other expense:

1 unchanged sentence

Net loss from discontinued operations

$ ( 115,204 )

$ ( 114,784 )

13 — SUBSEQUENT EVENTS

3 unchanged sentences

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 1. Financial Statements