−Removed: Financial Statements.
to Consolidated Financial Statements
−Removed: Consolidated Balance Sheets as of June 30, 2024 (Unaudited), and December 31, 2023 (Audited)
−Removed: Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)
−Removed: Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)
−Removed: Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023 (Unaudited)
−Removed: Notes to the Consolidated Financial Statements
+Added: Balance Sheets as of March 31, 2024 (Unaudited), and December 31, 2023 (Audited)
+Added: Statements of Operations for the Three Months Ended March 31, 2024 and 2023 (Unaudited)
+Added: Statements of Stockholders’ Equity (Deficit) for the Three Months Ended March 31, 2024 and 2023 (Unaudited)
+Added: Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 (Unaudited)
+Added: to the Consolidated Financial Statements
BALANCE SHEETS
−Removed: Current assets:
−Removed: Accounts receivable, net of allowance for doubtful accounts of $ 22,382 and 21,526 , respectively
+Added: Accounts receivable, net of allowance for
+Added: doubtful accounts of $ 22,382 and 21,526 , respectively
Prepaid expenses – current
1 unchanged sentence
Loan receivable
−Removed: Total Current assets
+Added: Current assets
Capitalized software, net
4 unchanged sentences
Tax receivable
−Removed: Fair value of trading positions for the firm, profit
+Added: Fair value of trading positions for the firm,
Right of use (lease)
1 unchanged sentence
Liabilities and Stockholders’ Deficit
−Removed: Current liabilities:
Accounts payable
2 unchanged sentences
Accrued expenses, non-related party
+Added: Accrued expenses
Business acquisition loan
2 unchanged sentences
Customer funds
−Removed: Fair value of trading positions for the firm, loss
+Added: Fair value of trading positions for the firm,
Operating lease liability, current
Other current liabilities
−Removed: Total Current liabilities
+Added: Current liabilities
Deferred tax liabilities
2 unchanged sentences
Accrued interest – non-current
−Removed: Total liabilities
−Removed: Commitments and Contingencies (Note 9)
+Added: Commitments and Contingencies
Stockholders’ Deficit:
−Removed: Preferred stock, par value $ 0.0001 , 10,000,000 shares authorized, 4,500,000 and 6,500,000 issued and outstanding, as of June 30, 2024, and December 31, 2023
−Removed: Series B Preferred stock, par value $ 0.0001 , 3,500,000 shares authorized, 2,360,000 and 1,800,000 issued and outstanding, as of June 30, 2024, and December 31, 2023
+Added: Preferred stock, par value $ 0.0001 , 10,000,000
+Added: shares authorized, 4,500,000
+Added: and 6,500,000
+Added: issued and outstanding, as of March 31, 2024, and December 31, 2023
+Added: Series B Preferred stock, par value $ 0.0001 ,
+Added: 3,500,000 shares authorized, 2,360,000 and 1,800,000 issued and outstanding, as of March 31, 2024, and December 31, 2023
Preferred stock, value
Common stock, par value $ 0.0001 , 500,000,000 shares authorized;
−Removed: 390,584,729 and 388,584,729 shares issued and outstanding, as of June 30, 2024, and December 31, 2023
+Added: and 388,584,729 shares issued and outstanding, as of March 31, 2024, and December 31, 2023
Additional paid-in capital, common stock
4 unchanged sentences
( 2,643,647 )
−Removed: Total FDCTech, Inc.
+Added: FDCTech, Inc.
stockholders’ equity (deficit)
−Removed: Noncontrolling interest
−Removed: Total liabilities and stockholders’ deficit
+Added: Noncontrolling
+Added: liabilities and stockholders’ deficit
accompanying notes to the financial statements.
STATEMENTS OF OPERATIONS
−Removed: Three Months Ended
−Removed: Six Months Ended
Technology & software
1 unchanged sentence
Brokerage (Trading)
−Removed: Total revenue
Cost of sales
2 unchanged sentences
Brokerage (Trading)
−Removed: Total cost of sales
+Added: cost of sales
Operating expenses:
1 unchanged sentence
Sales and marketing
−Removed: Total operating expenses
−Removed: Operating income (loss)
−Removed: ( 1,118,534 )
−Removed: ( 1,162,780 )
+Added: operating expenses
+Added: Operating loss
Other income (expense):
1 unchanged sentence
Other income (expense)
−Removed: Total other income (expense)
−Removed: Income (loss) before provision for income taxes
−Removed: ( 1,045,275 )
−Removed: Provision (benefit) for income taxes
−Removed: Net income (loss)
−Removed: ( 1,045,275 )
−Removed: Net income (loss) per common share, basic and diluted
−Removed: Weighted average number of common shares outstanding basic and diluted
−Removed: Other comprehensive income (loss):
−Removed: Change in foreign currency translation
−Removed: Total other comprehensive income (loss)
−Removed: Total comprehensive income (loss)
−Removed: ( 1,047,699 )
−Removed: Comprehensive income (loss) attributable to noncontrolling interests
−Removed: Comprehensive income (loss) attributable to FDCTech stockholders
+Added: other income (expense)
+Added: Income (loss) before provision
+Added: for income taxes
+Added: Provision for income taxes
+Added: income (loss)
$ ( 224,374 )
−Removed: accompanying notes to the financial statements
−Removed: STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
−Removed: Preferred stock
+Added: Net loss per common
+Added: share, basic and diluted
+Added: Weighted average number
+Added: of common shares outstanding basic and diluted
Other comprehensive income
−Removed: Total Stockholders’
−Removed: Three months ended June 30, 2023
−Removed: Balance, March 31, 2023
−Removed: $ ( 4,439,560 )
−Removed: Three months ended June 30, 2023
−Removed: Change in APIC due to common control
−Removed: FX gain (loss)
−Removed: Net (income) loss attributable to noncontrolling interest
−Removed: Balance, June 30, 2023
−Removed: $ ( 4,543,160 )
−Removed: Three months ended June 30, 2024
−Removed: Balance, March 31, 2024
−Removed: $ ( 1,814,907 )
−Removed: Three months ended June 30, 2024
−Removed: Common stock issued for cash valued at $ 0.0144
−Removed: Increase in APIC due to shares issued at a discount
−Removed: Change in APIC due to common control
−Removed: FX gain (loss)
−Removed: Net (income) loss attributable to noncontrolling interest
−Removed: ( 1,045,275 )
+Added: Change in foreign currency
$ ( 242,516 )
−Removed: Balance, June 30, 2024
+Added: Total other comprehensive
+Added: income (loss)
+Added: Total comprehensive
+Added: income (loss)
+Added: Comprehensive income (loss)
+Added: attributable to noncontrolling interests
+Added: Comprehensive income
+Added: (loss) attributable to FDCTech stockholders
$ ( 223,542 )
+Added: accompanying notes to the financial statements
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
−Removed: Preferred stock
−Removed: other comprehensive income
−Removed: Total Stockholders’
−Removed: Six months ended June 30, 2023
+Added: Comprehensive
+Added: Three months ended March 31, 2023
Balance, December 31, 2022
$ ( 4,216,823 )
−Removed: Six months ended June 30, 2023
−Removed: Common shares issued for financing cost at $ 0.0114 per share
−Removed: Common shares issued for cash valued at $ 0.0048 per share
−Removed: Common shares issued for services at $ 0.013 per share
−Removed: Change in APIC due to common control
+Added: Common shares issued for cash valued at $ 0.0114
+Added: Common shares issued for services valued at
+Added: $ 0.0048 per share
+Added: Common shares issued for cash valued at $ 0.013
FX gain (loss)
Net (income) loss attributable to noncontrolling interest
−Removed: Balance, June 30, 2023
+Added: Balance March 31, 2023
$ ( 4,439,560 )
−Removed: Six months ended June 30, 2024
+Added: Three months ended March 31, 2024
Balance, December 31, 2023
1 unchanged sentence
$ ( 2,643,647 )
−Removed: Six months ended June 30, 2024
Series A Preferred canceled
1 unchanged sentence
Series B issuances at $ 1.41 per share
−Removed: Common stock issued for cash valued at $ 0.0144
−Removed: Common stock issued for cash valued
−Removed: Increase in APIC due to shares issued at a discount
Change in APIC due to common control
1 unchanged sentence
Net (income) loss attributable to noncontrolling interest
−Removed: Balance, June 30, 2024
+Added: Balance, March 31, 2024
$ ( 1,814,907 )
2 unchanged sentences
STATEMENTS OF CASH FLOWS
−Removed: Six Months Ended
Net income (loss)
$ ( 224,374 )
−Removed: $ ( 368,561 )
−Removed: Adjustments to reconcile net loss to net cash used in operating activities:
+Added: Adjustments to reconcile net loss to net cash
+Added: used in operating activities:
Software amortization
9 unchanged sentences
Loan receivable
−Removed: ( 1,220,158 )
Accounts payable
6 unchanged sentences
Related party guarantee
−Removed: ( 2,197,701 )
Tax receivable by subsidiaries
1 unchanged sentence
Right of use of assets (lease)
−Removed: Accrued expenses, related party
−Removed: Net cash used in operating activities
−Removed: $ ( 2,929,625 )
+Added: Accrued expenses, related
+Added: cash used in operating activities
Investing Activities:
1 unchanged sentence
Effect of exchange rates
−Removed: Business acquisition loan
Changes in paid-in capital
−Removed: Net cash used in investing activities
+Added: cash used in investing activities
Financing Activities:
1 unchanged sentence
Promissory Note
−Removed: Net proceeds from cares act - paycheck protection program
+Added: Net proceeds from cares act - paycheck protection
Net proceeds from SBA loan
Related party advances
+Added: Stock receivable
Common stock issued for cash
2 unchanged sentences
Noncontrolling interest
−Removed: Net cash provided by financing activities
+Added: cash provided by financing activities
$ ( 744,835 )
−Removed: Net increase in cash
−Removed: Cash at beginning of the period
−Removed: Cash at end of the period
−Removed: Cash paid for income taxes
−Removed: Cash paid for interest
−Removed: Non - cash investing and financing activities:
+Added: increase in cash
+Added: at beginning of the period
+Added: at end of the period
+Added: paid for income taxes
+Added: paid for interest
+Added: - cash investing and financing activities:
accompanying notes to the financial statements
63 unchanged sentences
Company has three sources of revenue.
−Removed: Technology Solutions
−Removed: – The Company licenses its proprietary and sometimes resells third-party technologies to customers.
−Removed: Our proprietary technology
−Removed: includes but is not limited to Condor Risk Management Back Office (“Condor Risk Management”), Condor Pro Multi-Asset
+Added: Solutions – The Company licenses its proprietary and sometimes resells third-party technologies to customers.
+Added: Our proprietary
+Added: technology includes but is not limited to Condor Risk Management Back Office (“Condor Risk Management”), Condor Pro Multi-Asset
Trading Platform (previously known as Condor FX Pro Trading Terminal), Condor Pricing Engine, Digital Assets Web Trader Platform,
and other digital assets-related solutions.
−Removed: Customized Software
−Removed: Development – The Company develops software for Customers with unique requirements outlined in the Software Development
+Added: Software Development – The Company develops software for Customers with unique requirements outlined in the Software Development
Agreement (“Agreement”).
9 unchanged sentences
financial products.
−Removed: Company has ten (10) licensing agreements for its Condor Pro Multi-Asset Trading Platform as of June 30, 2024.
+Added: Company has ten (10) licensing agreements for its Condor Pro Multi-Asset Trading Platform as of March 31, 2024.
The Company continuously
21 unchanged sentences
Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden.
−Removed: In May 2024, Mitchell M.
−Removed: Eaglstein, CEO, was appointed as the CEO of Alchemy
−Removed: (AML) to oversee operations in Malta.
is an investment firm regulated by the Financial Conduct Authority (‘FCA’) – it provides investment advice, dealing
3 unchanged sentences
In March 2024, the Company established Alchemytech Ltd.
−Removed: (ATECH), a Cyprus company.
−Removed: ATECH provides the Company's subsidiaries
−Removed: and affiliate companies with information technology, sales, and marketing services.
+Added: (ATECH), a Cyprus
+Added: ATECH provides the Company's subsidiaries and affiliate companies with information technology, sales, and marketing services.
Equity Line of Credit
12 unchanged sentences
January 27, 2022, the Company signed a promissory note (‘AJB Note’) with AJB Capital Investments, LLC (‘AJB Capital’),
−Removed: a Delaware limited liability company, for the principal amount of $ 550,000 with a maturity date of July 27, 2022 , and a coupon of 10 %.
+Added: a Delaware limited liability company, for the principal amount of $ 550,000
+Added: with a maturity date of July 27, 2022 , and a
+Added: coupon of 10 %.
As part of the AJB Note, the Company entered into a securities purchase agreement, where AJB Capital will receive equity equal to US
of the Company’s common stock.
−Removed: The Company issued 2,214,286 common stock priced at $ .07 per share upon issuance of the
−Removed: Note (the “Shares”) and 1,000,000 3 -year cash warrants (‘Warrants’) priced at $ 0.30 .
−Removed: The Warrants and the Shares,
−Removed: collectively known as the ‘Incentive Fee,’ are issued upon execution of the agreement.
+Added: issued 2,214,286
+Added: common stock priced at $ .07
+Added: per share upon issuance of the Note (the “Shares”)
+Added: and 1,000,000
+Added: cash warrants (‘Warrants’) priced at $ 0.30 .
+Added: The Warrants and the Shares, collectively known as the ‘Incentive Fee,’ are issued upon execution of the agreement.
Party Investments in 2022 to 2023
67 unchanged sentences
or accounting principles, except for providing a qualification for the Company’s ability to continue as a going concern.
−Removed: the year ended December 31, 2022, and in the subsequent period through June 30, 2023, there were no disagreements with BF Borgers on
+Added: the year ended December 31, 2022, and in the subsequent period through March 31, 2023, there were no disagreements with BF Borgers on
any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved
26 unchanged sentences
geopolitical situation in Eastern Europe intensified on February 24, 2022, with Russia’s invasion of Ukraine.
−Removed: The war between the
−Removed: two countries continues to evolve as military activity continues.
−Removed: The United States and certain European countries have imposed additional
−Removed: sanctions on Russia and specific individuals.
−Removed: By the end of August 2022, the Company closed its technical support and development office
+Added: The war between
+Added: the two countries continues to evolve as military activity continues.
+Added: The United States and certain European countries have imposed
+Added: additional sanctions on Russia and specific individuals.
+Added: By the end of August 2022, the Company closed its technical support and
+Added: development office in Russia.
We relocated our personnel to Almaty, Kazakhstan, which is currently considered a neutral zone.
−Removed: No individual associated with
−Removed: the Company is banned or under the Special Designated Nationals and Blocked Person list.
+Added: individual associated with the Company is banned or under the Special Designated Nationals and Blocked Person list.
of the date of this report, there has been no disruption in our operations.
23 unchanged sentences
or less of original maturities.
−Removed: On June 30, 2024, and December 31, 2023, the Company had $ 31,806,857 and $ 31,316,461 cash and cash equivalent
+Added: On March 31, 2024, and December 31, 2023, the Company had $ 38,945,123 and $ 31,316,461 cash and cash equivalent
held at the financial institution.
8 unchanged sentences
off at the point when they are considered uncollectible.
−Removed: June 30, 2024, and December 31, 2023, the Management determined that allowance for doubtful accounts was $ 22,382 and $ 21,526 , respectively.
−Removed: There were $ 0 and $ 10,500 bad debt expenses for the six months ended June 30, 2024, and 2023.
+Added: March 31, 2024, and December 31, 2023, the Management determined that allowance for doubtful accounts was $ 22,382 and $ 21,526 , respectively.
+Added: There were $ 0 and $ 10,500 bad debt expenses for the three months ended March 31, 2024, and 2023.
Marketing, and Advertising
Company recognizes sales, marketing, and advertising expenses when incurred.
−Removed: Company incurred $ 827,947 and $ 41,824 in sales, marketing, and advertising costs (“sales and marketing”) for the six months
−Removed: ended June 30, 2024, and 2023.
−Removed: The sales and marketing costs mainly included travel costs for tradeshows, customer meetings, online marketing
−Removed: on industry websites, press releases, and public relations activities.
−Removed: The increase in sales and marketing expenses is mainly due to
−Removed: the increase in promotional marketing costs for our brokerage business during the six months ended June 30, 2024.
−Removed: sales, marketing, and advertising expenses represented 6.62 % and 1.29 % of the sales for the six months ended June 30, 2024, and 2023.
+Added: Company incurred $ 46,925 and $ 30,005 in sales, marketing, and advertising costs (“sales and marketing”) for the three months
+Added: ended March 31, 2024, and 2023.
+Added: The sales and marketing costs mainly included travel costs for tradeshows, customer meetings, online
+Added: marketing on industry websites, press releases, and public relations activities.
+Added: The increase in sales and marketing expenses is mainly
+Added: due to the increase in promotional marketing costs for the three months ended March 31, 2024.
+Added: sales, marketing, and advertising expenses represented 0.74 % and 1.94 % of the sales for the three months ended March 31, 2024, and 2023.
January 1, 2019, the Company adopted ASU 2014-09 Revenue from Contracts with Customers.
7 unchanged sentences
Contracts with Customers (Topic 606), which includes the following steps:
−Removed: Identify the contract or
−Removed: contracts and subsequent amendments with the customer.
−Removed: Identify all the performance
−Removed: obligations in the contract and subsequent amendments.
−Removed: Determine the transaction
−Removed: price for completing performance obligations.
−Removed: Allocate the transaction
−Removed: price to the performance obligations in the contract.
−Removed: Recognize the revenue when,
−Removed: or as, the Company satisfies a performance obligation.
+Added: the contract or contracts and subsequent amendments with the customer.
+Added: all the performance obligations in the contract and subsequent amendments.
+Added: the transaction price for completing performance obligations.
+Added: the transaction price to the performance obligations in the contract.
+Added: the revenue when, or as, the Company satisfies a performance obligation.
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
41 unchanged sentences
over a product or delivering a service to a customer.
−Removed: We measure revenue based on the consideration outlined in an arrangement or contract
+Added: We measure revenue based upon the consideration outlined in an arrangement or contract
with a customer.
3 unchanged sentences
Performance Obligation is Typically Satisfied
−Removed: Consulting Services
related to Start-Your-Own-Brokerage (“SYOB”), Start-Your-Own-Prime Brokerage (“SYOPB”), Start-Your-Own-Crypto
3 unchanged sentences
Company in advance for these services, the Company records such payment as deferred revenue until the Company completes the services.
−Removed: Technology Services
of Condor Risk Management Back Office (“Condor Risk Management”), Condor FX Pro Trading Terminal, Condor Pricing Engine,
Crypto Trading Platform (“Crypto Web Trader Platform”), and other cryptocurrency-related solutions.
−Removed: The Company recognizes
−Removed: ratably over the contractual period that the services are delivered, beginning on the date such service is made available to the
+Added: Company recognizes ratably over the contractual period that the services are delivered, beginning on the date such service is made
+Added: available to the customer.
Licensing agreements are typically one year in length with an option to cancel by giving notice;
−Removed: customers have the right
−Removed: to terminate their agreements if the Company materially breaches its obligations under the agreement.
−Removed: Licensing agreements do not
−Removed: provide customers the right to take possession of the software.
−Removed: The Company charges the customers a set-up fee for installing the
−Removed: platform, and implementation activities are insignificant and not subject to a separate fee.
−Removed: Software Development
−Removed: Design and build development
−Removed: software projects for customers, where the Company develops the project to meet the design criteria and performance requirements
−Removed: as specified in the contract.
+Added: have the right to terminate their agreements if the Company materially breaches its obligations under the agreement.
+Added: Licensing agreements
+Added: do not provide customers the right to take possession of the software.
+Added: The Company charges the customers a set-up fee for installing
+Added: the platform, and implementation activities are insignificant and not subject to a separate fee.
+Added: and build development software projects for customers, where the Company develops the project to meet the design criteria and performance
+Added: requirements as specified in the contract.
Company recognizes the software development revenues when the Customer obtains control of the deliverables as stated in the Statement-of-Work
46 unchanged sentences
For ADS, performance obligations
−Removed: Providing ongoing financial
−Removed: advisory services,
−Removed: Preparing statements of
−Removed: Executing portfolio rebalancing,
−Removed: Facilitating the purchase
−Removed: of insurance products, and
−Removed: Offering other specialized
−Removed: financial and estate planning services.
+Added: ongoing financial advisory services,
+Added: statements of advice,
+Added: portfolio rebalancing,
+Added: the purchase of insurance products, and
+Added: other specialized financial and estate planning services.
evaluate these services to determine if they are distinct, considering whether the Customer can benefit from the service on its own or
25 unchanged sentences
and Margin Brokerage Business
−Removed: Markets Ltd (Alchemy Malta) and Alchemy Prime Ltd (Alchemy UK) are providers of trading services and solutions specializing in over-the-counter
−Removed: (“OTC”) and exchange-traded markets for European markets.
−Removed: Malta Financial Services Authority (MFSA) regulates Alchemy Malta
−Removed: with authorized countries, including Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany,
+Added: Markets Ltd (Alchemy Malta) and Alchemy Prime Ltd (Alchemy UK) are providers of trading services and solutions specializing in over-the-counter (“OTC”) and exchange-traded markets for European markets.
+Added: Malta Financial Services Authority (MFSA) regulates Alchemy
+Added: Malta with authorized countries, including Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany,
Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Liechtenstein, Netherlands, Norway, Poland, Portugal, Romania, Slovakia,
14 unchanged sentences
and make investment decisions.
−Removed: recognize Brokerage (Trading) revenue through the principal model following the guidance outlined in ASC 606, Revenues from Contracts
−Removed: with Customers.
−Removed: The Company primarily generates revenue through market-making and trading execution services for its clients, known as
−Removed: Brokerage (Trading) revenues.
+Added: recognize Brokerage (Trading) revenue through the principal model following the guidance outlined in ASC 606, Revenues from
+Added: Contracts with Customers.
+Added: The Company primarily generates revenue through market-making and trading execution services for its
+Added: clients, known as Brokerage (Trading) Revenues.
The Brokerage (Trading) revenue is the Company’s largest source of revenue.
−Removed: Brokerage (Trading) revenue
−Removed: comprises Brokerage (Trading) revenue from the retail OTC business and advisory business.
+Added: Brokerage (Trading) revenue comprises
+Added: Brokerage (Trading) revenue from the retail OTC business and advisory business.
OTC trading includes forex trading (“forex”),
−Removed: precious metals trading, CFDs, and spread betting (in markets that do not prohibit such transactions), as well as other financial products.
+Added: precious metals trading, CFDs, and spread betting (in markets that do not prohibit such transactions), as well as other financial
realize gains or losses when we liquidate customer transactions.
3 unchanged sentences
on the Consolidated Balance Sheets.
−Removed: We record changes in net unrealized gains or losses in Brokerage (Trading) revenue on the Consolidated
−Removed: Statements of Operations and Comprehensive (Loss)/Income.
+Added: We record changes in net unrealized gains or losses in Brokerage (Trading) revenue on the Consolidated Statements
+Added: of Operations and Comprehensive (Loss)/Income.
We record Brokerage (Trading) revenue on a trade date basis.
27 unchanged sentences
B Preferred convertible stock Issued for Purchase of APL and AML
−Removed: SCHEDULE OF ACQUISITION CONSIDERATION BREAKDOWN
−Removed: Net Financial Assets
−Removed: Purchase Price ($)
−Removed: Type of Shares
−Removed: Price per Shares
−Removed: Local Currency
−Removed: 1,362,594 (1)
−Removed: 2,351,192 (2)
−Removed: As of June 30, 2022, £1
−Removed: = $ 1.2165 , Net Financial Assets based on June 30, 2022, audited financial statements
−Removed: As of November 30, 2022,
−Removed: €1 EUR = $ 1.042 , Net Financial Assets based on November 30, 2022, audited financial statements
+Added: OF ACQUISITION CONSIDERATION BREAKDOWN
+Added: Financial Assets (Book Value)
+Added: of June 30, 2022, £1 = $ 1.2165 , Net Financial Assets based on June 30, 2022, audited financial statements
+Added: of November 30, 2022, €1 EUR = $ 1.042 , Net Financial Assets based on November 30, 2022, audited financial statements
ASC 805-50-15-6, based on the ownership of Kundnani and the management structure post-acquisition, we believe the following guidance
in the transactions between entities under common control subsections applies to combinations between entities or businesses under common
−Removed: The Seller (APHL or Kundnani)
−Removed: transfers its controlling interest in APL and AML to the Company controlled by the Seller, directly or indirectly through his ownership
−Removed: as an individual or through APHL.
−Removed: This transaction is a legal organization change, but not the reporting entity.
−Removed: The reporting entity
−Removed: remains the Company.
+Added: Seller (APHL or Kundnani) transfers its controlling interest in APL and AML to the Company controlled by the Seller, directly or
+Added: indirectly through his ownership as an individual or through APHL.
+Added: This transaction is a legal organization change, but not the reporting
+Added: The reporting entity remains the Company.
SEC staff’s conclusions expressed during the deliberations in EITF 02-5 that common control exists between (or among) separate
32 unchanged sentences
Balance Sheet as of November 30, 2023 (Acquisition Date):
−Removed: SCHEDULE OF PURCHASE PRICE ALLOCATION
−Removed: Book Value, $
−Removed: Cash and cash equivalents (1)
−Removed: Financial Assets through profit and less (2)
+Added: OF PURCHASE PRICE ALLOCATION
+Added: Cash and cash
+Added: equivalents (1)
+Added: Financial Assets through profit
Related party guarantee (3)
2 unchanged sentences
Capitalized software, net
−Removed: Fixed assets (5)
−Removed: Total assets:
Accounts Payable (6)
−Removed: Financial liability at fair value through profit and loss (7)
+Added: Financial liability at fair
+Added: value through profit and loss (7)
Current liabilities - Creditors (11)
−Removed: Related party advances
Customer funds (8)
−Removed: Deferred tax liabilities (9)
−Removed: Total liabilities
+Added: tax liabilities (9)
Net assets, (A)
−Removed: Accumulated other comprehensive income (loss), (B)
−Removed: Purchase Price, 833,621 Series B Preferred Shares valued at $ 1.41 , (C)
−Removed: Increase in APIC (A) – (B) – (C)
+Added: Accumulated other comprehensive
+Added: income (loss), (B)
+Added: Purchase Price, 833,621
+Added: Series B Preferred Shares valued at $ 1.41 , (C)
+Added: Increase in APIC (A)
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
1 unchanged sentence
Balance Sheet as of November 30, 2023 (Acquisition Date):
−Removed: Book Value, $
−Removed: Cash and cash equivalents, including cash at liquidity provider (1)
+Added: Cash and cash
+Added: equivalents, including cash at liquidity provider (1)
Fixed assets (2)
−Removed: Total assets:
Deferred Tax (9)
2 unchanged sentences
Related party advances
−Removed: Total liabilities
Net assets (A)
−Removed: Accumulated other comprehensive income (loss), (B)
−Removed: Purchase Price, 966,379 Series B Preferred Shares valued at $ 1.41 , (C)
−Removed: Increase in APIC (A) – (B) – (C)
+Added: Accumulated other comprehensive
+Added: income (loss), (B)
+Added: Purchase Price, 966,379
+Added: Series B Preferred Shares valued at $ 1.41 , (C)
+Added: Increase in APIC (A)
$ ( 2,276,019 )
−Removed: We recognize cash and cash
−Removed: equivalents held by AML and APL and deposits in bank accounts and liquidity providers that can be accessed on demand or within 90
−Removed: Financial assets at fair
−Removed: values for AML through profit and loss are derivative contracts in favor of AML.
−Removed: They are included in our other current assets in
−Removed: the consolidated balance sheet as of November 30, 2023.
−Removed: We determine financial assets at fair values by reference to market prices
−Removed: or rates quoted at the end of the reporting period.
−Removed: Observable market prices or rates support the valuation techniques since their
−Removed: variables include only data from observable markets.
−Removed: We categorize AML’s derivative financial instruments as level 2.
−Removed: The guarantee provided
−Removed: by Alchemy BVI as a parent to AML for any shortfall in the net capital.
−Removed: Estimated overpaid tax
−Removed: to Commissioner Tax Revenue, Malta.
−Removed: All property and equipment
−Removed: are initially recorded at historical cost and included in our fixed assets, net in the consolidated balance sheet as of November
−Removed: Historical cost includes expenditures directly attributable to the Acquisition of the items.
−Removed: We calculate depreciation
−Removed: using the straight-line method to allocate their cost or revalued amounts to their residual values over their estimated useful lives.
−Removed: Trade and other payables
−Removed: comprise obligations to pay for goods or services acquired from suppliers in the ordinary course of business.
−Removed: Accounts payable are
−Removed: classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if
−Removed: If not, they are presented as non-current liabilities.
−Removed: Financial liabilities at
−Removed: fair values for AML through profit and loss are derivative contracts against AML.
−Removed: They are included in our other current assets in
−Removed: the consolidated balance sheet as of November 30, 2023.
−Removed: We determine financial liabilities at fair values by reference to market
+Added: recognize cash and cash equivalents held by AML and APL and deposits in bank accounts and liquidity providers that can be accessed
+Added: on demand or within 90 days.
+Added: assets at fair values for AML through profit and loss are derivative contracts in favor of AML.
+Added: They are included in our other current
+Added: assets in the consolidated balance sheet as of November 30, 2023.
+Added: We determine financial assets at fair values by reference to market
prices or rates quoted at the end of the reporting period.
2 unchanged sentences
We categorize AML’s derivative financial instruments as level 2.
−Removed: Customer net trading deposits
−Removed: funds placed with the Company by clients intended to trade FX, securities, or other investment activities.
−Removed: We recognize deferred tax
−Removed: using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts in
−Removed: the financial statements.
+Added: guarantee provided by Alchemy BVI as a parent to AML for any shortfall in the net capital.
+Added: overpaid tax to Commissioner Tax Revenue, Malta.
+Added: property and equipment are initially recorded at historical cost and included in our fixed assets, net in the consolidated balance
+Added: sheet as of November 30, 2023.
+Added: Historical cost includes expenditures directly attributable to the Acquisition of the items.
+Added: depreciation using the straight-line method to allocate their cost or revalued amounts to their residual values over their estimated
+Added: useful lives.
+Added: and other payables comprise obligations to pay for goods or services acquired from suppliers in the ordinary course of business.
+Added: Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle
+Added: of the business if longer).
+Added: If not, they are presented as non-current liabilities.
+Added: liabilities at fair values for AML through profit and loss are derivative contracts against AML.
+Added: They are included in our other current
+Added: assets in the consolidated balance sheet as of November 30, 2023.
+Added: We determine financial liabilities at fair values by reference
+Added: to market prices or rates quoted at the end of the reporting period.
+Added: Observable market prices or rates support the valuation techniques
+Added: since their variables include only data from observable markets.
+Added: We categorize AML’s derivative financial instruments as level
+Added: net trading deposits funds placed with the Company by clients intended to trade FX, securities, or other investment activities.
+Added: recognize deferred tax using the liability method on temporary differences between the tax bases of assets and liabilities and their
+Added: carrying amounts in the financial statements.
We include deferred tax liabilities in our consolidated balance sheet as of November
−Removed: deferred tax liabilities are not recognized if they arise from the initial recognition of goodwill;
−Removed: deferred tax is not accounted
−Removed: for if it stems from the initial recognition of an asset or liability in a transaction other than a business combination that at
−Removed: the time of the transaction affects neither accounting nor taxable profit or loss.
−Removed: Deferred tax is determined using tax rates (and
−Removed: Malta laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the
−Removed: related deferred tax asset is realized, or the deferred tax liability is settled.
−Removed: Short-term borrowings are
−Removed: primarily composed of lines of credit and short-term loans from financial institutions.
+Added: However, deferred tax liabilities are not recognized if they arise from the initial recognition of goodwill;
+Added: is not accounted for if it stems from the initial recognition of an asset or liability in a transaction other than a business combination
+Added: that at the time of the transaction affects neither accounting nor taxable profit or loss.
+Added: Deferred tax is determined using tax rates
+Added: (and Malta laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when
+Added: the related deferred tax asset is realized, or the deferred tax liability is settled.
+Added: borrowings are primarily composed of lines of credit and short-term loans from financial institutions.
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
6 unchanged sentences
at a single financial institution.
−Removed: The balances do not exceed Federal Deposit Insurance Corporation (FDIC) limits as of June 30, 2024.
−Removed: Most cash balances were held with non-FDIC financial institutions in Malta, the UK, and other countries.
−Removed: On June 30, 2024, and December
−Removed: 31, 2023, the Company had $ 31,806,857 and $ 31,316,461 cash and cash equivalent held at the financial institution.
−Removed: the six months ended June 30, 2024, and 2024, the Company generated $ 12,505,856 and $ 3,246,092 in revenues, an increase of over 285.26%
+Added: The balances do not exceed Federal Deposit Insurance Corporation (FDIC) limits as of March 31, 2024.
+Added: Most of the cash balances were held by non-FDIC financial institutions in Malta, the UK, and other countries.
+Added: 2024, and December 31, 2023, the Company had $ 38,945,123 and $ 31,316,461 cash and cash equivalent held at the financial institution.
+Added: the three months ended March 31, 2024, and 2024, the Company generated $ 6,376,335 and $ 1,545,687 in revenues, an increase of over 312.52 %
from the previous period.
12 unchanged sentences
Trade receivables are written off at the point when they are considered uncollectible.
−Removed: June 30, 2024, and December 31, 2023, the Management determined that allowance for doubtful accounts was $ 22,382 and $ 21,526 , respectively.
−Removed: There were $ 0 and $ 10,500 bad debt expenses for the six months ended June 30, 2024, and 2023.
+Added: March 31, 2024, and December 31, 2023, the Management determined that allowance for doubtful accounts was $ 22,382 and $ 21,526 , respectively.
+Added: There were $ 0 and $ 10,500 bad debt expenses for the three months ended March 31, 2024, and 2023.
and Development (R and D) Cost
−Removed: Company acknowledges that future benefits from research and development (R and D) are uncertain, so we cannot capitalize on R and D expenditure.
+Added: Company acknowledges that future benefits from research and development (R and D) are uncertain, so we cannot capitalize on R and D
The GAAP accounting standards require us to expense all research and development expenditures as incurred.
−Removed: For the six months ended June
−Removed: 30, 2024, and 2023, the Company incurred R and D costs of $ 0 and $ 0 .
−Removed: The R and D costs in the previous period were based on an evaluation
−Removed: of the technological feasibility costs of the Condor Investing and Trading App.
+Added: Three Months ended March 31, 2024, and 2023, the Company incurred R and D costs of $ 0
+Added: The R and D costs in the previous period were based on an evaluation of the technological feasibility costs of the Condor Investing
+Added: and Trading App.
Company discloses a loss contingency if at least there is a reasonable possibility that a material loss has been incurred.
6 unchanged sentences
as expenses incurred.
−Removed: Please refer to subsequent events for potential legal claims and disputes after the period ending June 30, 2024.
+Added: Please refer to subsequent events for potential legal claims and disputes after the period ending March
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
4 unchanged sentences
An impairment charge is recognized when the asset’s carrying value exceeds the fair value.
−Removed: There are no impairment charges on June
+Added: There are no impairment charges on March
31, 2024, and December 31, 2023.
27 unchanged sentences
Company estimates the useful life of the software to be three ( 3 ) years.
−Removed: expenses were $ 26,167 and $ 22,503 for the six months ended June 30, 2024, and 2023, respectively, and the Company classifies such cost
−Removed: as the Cost of Sales.
+Added: expenses were $ 0 and $ 19,032 for the three months ended March 31, 2024, and 2023 respectively, and the Company classifies such cost as
+Added: the Cost of Sales.
Company is developing the Condor Investing and Trading App.
The Company is currently capitalizing costs associated with the development.
−Removed: There were no R and D Costs for the six months ended June 30, 2024, and 2023.
+Added: There were no R and D Costs for the three months ended March 31, 2024 and 2023.
Company capitalizes significant costs incurred during the application development stage for internal-use software.
13 unchanged sentences
Currency Translation and Re-measurement
−Removed: Company translates its foreign operations to US dollars following ASC 830, “ Foreign Currency Matters .” Gains or losses
−Removed: resulting from translating the foreign currency financial statements are accumulated as a separate component of accumulated other comprehensive
−Removed: income (“AOCI”) in the Company’s stockholders’ equity and noncontrolling interests.
−Removed: Transaction gains and losses
−Removed: resulting from exchange rate changes on transactions denominated in currencies other than the functional currency of the applicable subsidiary
−Removed: are included in the Consolidated Statements of Income, within “Other (income) expense, net,” in the year in which the change
+Added: Company translates its foreign operations to US dollars following ASC 830, “ Foreign Currency Matters .” Gains or
+Added: losses resulting from translating the foreign currency financial statements are accumulated as a separate component of accumulated
+Added: other comprehensive income (“AOCI”) in the Company’s stockholders’ equity and noncontrolling interests.
+Added: Transaction gains and losses resulting from exchange rate changes on transactions denominated in currencies other than the
+Added: functional currency of the applicable subsidiary are included in the Consolidated Statements of Income, within “Other (income)
+Added: expense, net”, in the year in which the change occurs.
have translated the local currency of ADS and AML in the Australian Dollar (“AUD”) and Euro Dollar (“EUR”), respectively,
1 unchanged sentence
exchange rate at the reporting end date:
−Removed: SCHEDULE OF EXCHANGE RATE
+Added: OF EXCHANGE RATE
exchange rate for the period:
Foreign currency exchange rate, translation
−Removed: functional currency is AUD, and the reporting currency is the US dollar.
−Removed: AML’s functional currency is the EUR, and its reporting
−Removed: currency is the US dollar.
+Added: ADS’ functional currency is AUD, and the reporting currency is the US dollar.
+Added: AML’s functional currency
+Added: is the EUR, and its reporting currency is the US dollar.
APL’s functional currency is GBP, and its reporting currency is US dollars.
16 unchanged sentences
to select inputs for valuation techniques:
−Removed: Level 1 is a quoted price
−Removed: for an identical item in an active market on the measurement date.
−Removed: Level 1 is the most reliable evidence of fair value and is used
−Removed: whenever this information is available.
−Removed: Level 2 is directly or
−Removed: indirectly observable inputs other than quoted prices.
−Removed: An example of a Level 2 input is a valuation multiple for a business unit
−Removed: based on comparable companies’ sales, EBITDA, or net income.
−Removed: Level 3 is an unobservable
+Added: 1 is a quoted price for an identical item in an active market on the measurement date.
+Added: Level 1 is the most reliable evidence of fair
+Added: value and is used whenever this information is available.
+Added: 2 is directly or indirectly observable inputs other than quoted prices.
+Added: An example of a Level 2 input is a valuation multiple for
+Added: a business unit based on comparable companies’ sales, EBITDA, or net income.
+Added: 3 is an unobservable input.
It may include the company’s data, adjusted for other reasonably available information.
−Removed: Examples of a Level 3 input
−Removed: are an internally generated financial forecast.
+Added: of a Level 3 input are an internally-generated financial forecast.
and Diluted Income (Loss) per Share
Company follows ASC 260, Earnings Per Share, to account for earnings per share.
−Removed: Basic earnings per share (“EPS”)
−Removed: calculations are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the
−Removed: Diluted earnings per share calculations are determined by dividing net income by the weighted average number of common shares
−Removed: and dilutive common share equivalents outstanding.
−Removed: As of six months ended June 30, 2024, and June 30, 2023, the Company had weighted 389,159,315
−Removed: and 333,584,729
−Removed: basic and dilutive shares issued and outstanding.
−Removed: the six months ended June 30, 2024, and 2023, common stock equivalents were anti-dilutive due to a net loss.
−Removed: Hence, they are not considered
−Removed: in the computation.
+Added: Basic earnings per share (“EPS”) calculations
+Added: are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the year.
+Added: Diluted earnings
+Added: per share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share
+Added: equivalents outstanding.
+Added: As of March 31, 2024, and March 31, 2023, the Company had weighted 388,584,729 and 299,209,220 basic and dilutive
+Added: shares issued and outstanding.
+Added: the period ended March 31, 2023, common stock equivalents were anti-dilutive due to a net loss.
+Added: Hence, they are not considered in the
+Added: the period ended March 31, 2024, common stock equivalents were dilutive due to a net income.
+Added: Hence, they are considered in the computation.
Reclassifications
−Removed: have reclassified certain amounts from the prior period to conform to the current year’s presentation.
−Removed: None of these classifications
−Removed: impacted reported operating or net loss for any presented period.
+Added: We have reclassified certain amounts from the prior period to conform to the current year’s presentation.
+Added: of these classifications impacted reported operating or net loss for any presented period.
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
72 unchanged sentences
settlement of liabilities and commitments in the ordinary business course.
−Removed: At June 30, 2024, and December 31, 2023, the accumulated deficit
−Removed: was $ 2,834,639 and $ 2,643,647 , respectively.
−Removed: At June 30, 2024, and December 31, 2023, the working capital surplus and the deficit were
−Removed: $ 8,854,404 and $ 7,460,959 , respectively.
−Removed: The increase in the working capital surplus was mainly due to the acquisition of AML and APL,
−Removed: resulting in an increase of current assets over current liabilities as of June 30, 2024.
−Removed: the six months ended June 30, 2024, and 2023, the Company incurred a net loss of $ 211,830 and $ 368,561 .
+Added: At March 31, 2024, and December 31, 2023, the accumulated
+Added: deficit was $ 1,814,907 and $ 2,643,647 , respectively.
+Added: At March 31, 2024, and December 31, 2023, the working capital surplus and the deficit
+Added: were $ 9,020,713 and $ 7,460,959 , respectively.
+Added: The increase in the working capital surplus was mainly due to the acquisition of AML and
+Added: APL, resulting in an increase of current assets over current liabilities as of March 31, 2024.
+Added: the three months ended March 31, 2024, and 2023, the Company incurred a net profit and a net loss of $ 828,740 and $ 222,737 .
the fiscal year ended December 31, 2023, the Company has sustained recurring losses and negative cash flows from operations.
22 unchanged sentences
CAPITALIZED SOFTWARE COSTS
−Removed: the six months ended June 30, 2024, and 2023, the estimated remaining weighted-average useful life of the Company’s capitalized
+Added: the three months ended March 31, 2024, and 2023, the estimated remaining weighted-average useful life of the Company’s capitalized
software was three ( 3 ) years.
The Company recognizes amortization expenses for capitalized software on a straight-line basis.
−Removed: June 30, 2024, and December 31, 2023, the net capitalized software assets were $ 924,899 and $ 1,087,543 , respectively.
+Added: March 31, 2024, and December 31, 2023, the net capitalized software assets were $ 859,799 and $ 1,087,543 , respectively.
RELATED PARTY TRANSACTIONS
36 unchanged sentences
Subsequent Events Memo).
−Removed: January 4, 2024, the Company issued 141,844 Series B preferred stock to Gope S.
+Added: On January 4, 2024, the Company issued 141,844 Series B preferred stock to Gope S.
Kundnani for cash valued at $ 1.41 per share.
−Removed: January 2024, the Company issued 150,000 Series B preferred stock to Mitchell M.
+Added: On January 4, 2024, the Company issued 150,000 Series B preferred stock to Mitchell M.
Eaglstein, CEO and Director, for services valued at
$ 1.41 per share.
−Removed: January 4, 2024, the Company issued 150,000 Series B preferred stock to Imran Firoz, CFO and Director, for services valued at $ 1.41 per
−Removed: January 4, 2024, the Company issued 50,000 Series B preferred stock to FRH Group for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 10,000 Series B preferred stock to William B.
+Added: On January 4, 2024, the Company issued 150,000 Series B preferred stock to Imran Firoz, CFO and Director, for services valued at $ 1.41 per
+Added: On January 4, 2024, the Company issued 50,000 Series B preferred stock to FRH Group for services valued at $ 1.41 per share.
+Added: On January 4, 2024, the Company issued 10,000 Series B preferred stock to William B.
Barnett, Esq, for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 10,000 Series B preferred stock to Susan E.
+Added: On January 4, 2024, the Company issued 10,000 Series B preferred stock to Susan E.
Eaglstein for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 50,000 Series B preferred stock to Gope S.
+Added: On January 4, 2024, the Company issued 50,000 Series B preferred stock to Gope S.
Kundnani for services valued at $ 1.41 per share.
−Removed: January 30, 2024, the Company’s board of directors adopted and approved the rescission and cancellation of (i) 1,000,000 shares
−Removed: of Series A Preferred Stock of the Company issued to Mitchell M.
+Added: On January 30, 2024, the Company’s board of directors adopted and approved the rescission and cancellation of (i) 1,000,000 shares of
+Added: Series A Preferred Stock of the Company issued to Mitchell M.
Eaglstein and (ii) 1,000,000 shares of Series A Preferred Stock of the
2 unchanged sentences
June 24, 2016, the Company obtained an unsecured revolving line of credit from Bank of America to fund various purchases and travel expenses.
−Removed: The line of credit has an average interest rate at the close of business on June 30, 2024, for purchases and cash withdrawals at 12 %
+Added: The line of credit has an average interest rate at the close of business on March 31, 2024, for purchases and cash withdrawals at 12 %
and 25 %, respectively.
−Removed: As of June 30, 2024, the Company complies with the credit line’s terms and conditions.
−Removed: At June 30, 2024,
+Added: As of March 31, 2024, the Company complies with the credit line’s terms and conditions.
+Added: At March 31, 2024,
and December 31, 2023, the outstanding balance was $ 1,515 and $ 60,742 , respectively.
19 unchanged sentences
The PPP loan outstanding balance, including accrued interest at 1.00 %, is approximately $ 17,654 as of
−Removed: June 30, 2024.
+Added: March 31, 2024.
May 22, 2020, the Company received hundred and forty-four thousand nine hundred and 00/100 Dollars ($ 144,900 ).
6 unchanged sentences
The SBA loan outstanding balance, including accrued interest, is $ 120,563
−Removed: as of June 30, 2024.
+Added: as of March 31, 2024.
January 27, 2022, the Company signed a promissory note (‘AJB Note’) with AJB Capital Investments, LLC (‘AJB Capital’),
8 unchanged sentences
December 27, 2023, the Company redeemed the Warrants on the following terms:
−Removed: the Company shall pay $ 100,000
−Removed: to the Purchaser concurrently with its execution and delivery of this letter agreement (this “Letter Agreement”);
−Removed: the Company shall pay $ 100,000
−Removed: to the Purchaser on or before January 26, 2024 (the “Second Repayment”);
+Added: Company shall pay $ 100,000 to the Purchaser concurrently with its execution and delivery of this letter agreement (this “Letter
+Added: Company shall pay $ 100,000 to the Purchaser on or before January 26, 2024 (the “Second Repayment”);
Company issued to the Purchaser 5,000,000 restricted shares of the Company’s Common Stock (the “Shares”) on December
62 unchanged sentences
Effective January 1, 2023, the Company expenses $ 15,000 monthly to its CEO and
−Removed: June 30, 2024, and December 31, 2023, the cumulative accrued interest for SBA and other loans defined as an accrued non-current was $ 71,753
+Added: March 31, 2024, and December 31, 2023, the cumulative accrued interest for SBA and other loans defined as an accrued non-current was
$ 34,379 and $ 33,062 , respectively.
−Removed: refer to subsequent events for potential legal claims and disputes after the period ending June 30, 2024.
−Removed: Other than what is
−Removed: described in the Subsequent Events, the management is
−Removed: unaware of any actions, suits, investigations, or proceedings (public or private) pending against or threatened against or affecting
−Removed: any of the assets or affiliates of the Company.
+Added: refer to subsequent events for potential legal claims and disputes after the period ending March 31, 2024.
+Added: Other than what is described
+Added: in the Subsequent Events, the management is unaware of any actions, suits, investigations, or proceedings (public or private) pending
+Added: against or threatened against or affecting any of the assets or affiliates of the Company.
Compliance Matters
12 unchanged sentences
capital stock (the “Approving Stockholders”):
−Removed: To amend our certificate
−Removed: of incorporation, as amended (the “Certificate”), to increase the number of authorized shares of common stock from 250,000,000
−Removed: to 500,000,000 (the “Authorized Share Increase” and together with the 2022 Equity Plan, the “Corporate Action”),
−Removed: To approve the Company’s
−Removed: 2022 Equity Plan (the “2022 Equity Plan”)
+Added: amend our certificate of incorporation, as amended (the “Certificate”), to increase the number of authorized shares of
+Added: common stock from 250,000,000 to 500,000,000 (the “Authorized Share Increase” and together with the 2022 Equity Plan,
+Added: the “Corporate Action”), and
+Added: approve the Company’s 2022 Equity Plan (the “2022 Equity Plan”)
February 10, 2022, our Board unanimously approved the Corporate Actions.
21 unchanged sentences
capital stock (the “Approving Stockholders”):
−Removed: To amend our certificate
−Removed: of incorporation, as amended (the “Certificate”), to increase the number of authorized shares of common stock from 500,000,000
−Removed: to 1,000,000,000 (the “Authorized Share Increase”), and
−Removed: To authorize our Board
−Removed: of Directors, in its discretion, to amend our articles of incorporation not later than June 30, 2024, to effect a Reverse Stock Split
−Removed: of all outstanding shares of our common stock in a ratio of not less than 1 for 10 and not more than 1 for 50 , to be determined by
−Removed: the Board of Directors, and
−Removed: To approve the Company’s
−Removed: 2023 Stock Incentive Plan (the “2023 Stock Incentive Plan”).
+Added: amend our certificate of incorporation, as amended (the “Certificate”), to increase the number of authorized shares of
+Added: common stock from 500,000,000 to 1,000,000,000 (the “Authorized Share Increase”), and
+Added: authorize our Board of Directors, in its discretion, to amend our articles of incorporation not later than June 30, 2024, to effect
+Added: a Reverse Stock Split of all outstanding shares of our common stock in a ratio of not less than 1 for 10 and not more than 1 for
+Added: 50 , to be determined by the Board of Directors, and
+Added: approve the Company’s 2023 Stock Incentive Plan (the “2023 Stock Incentive Plan”).
the Board and the holders of a majority of the voting power of the Company’s issued and outstanding shares of capital stock have
31 unchanged sentences
Company will receive $ 2,500,000 in direct investment from Alchemy Prime Holdings Shareholder for Series A Preferred, valued at $ 1.00
−Removed: January 30, 2024, the Company’s board of directors adopted and approved the rescission and cancellation of (i) 1,000,000 shares
−Removed: of Series A Preferred Stock of the Company issued to Mitchell M.
−Removed: Eaglstein and (ii) 1,000,000 shares of Series A Preferred Stock of the
−Removed: Company issued to Felix R Hong.
+Added: January 30, 2024, the Company’s board of directors adopted and approved the rescission and cancellation of (i) 1,000,000
+Added: shares of Series A Preferred Stock of the Company issued to Mitchell M.
+Added: Eaglstein and (ii) 1,000,000
+Added: shares of Series A Preferred Stock of the Company issued to Felix R Hong.
B Preferred Stock
1 unchanged sentence
AML and 100 % of APL.
−Removed: January 4, 2024, the Company issued 141,844 Series B preferred stock to Gope S.
+Added: On January 4, 2024, the Company issued 141,844 Series B preferred stock to Gope S.
Kundnani for cash valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 150,000 Series B preferred stock to Mitchell M.
−Removed: Eaglstein, CEO and Director, for services valued
−Removed: at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 150,000 Series B preferred stock to Imran Firoz, CFO and Director, for services valued at $ 1.41 per
−Removed: January 4, 2024, the Company issued 50,000 Series B preferred stock to FRH Group for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 10,000 Series B preferred stock to William B.
+Added: On January 4, 2024, the Company issued 150,000 Series B preferred stock to Mitchell M.
+Added: Eaglstein, CEO and Director, for services valued at
+Added: $ 1.41 per share.
+Added: On January 4, 2024, the Company issued 150,000 Series B preferred stock to Imran Firoz, CFO and Director, for services valued at $ 1.41 per
+Added: On January 4, 2024, the Company issued 50,000 Series B preferred stock to FRH Group for services valued at $ 1.41 per share.
+Added: On January 4, 2024, the Company issued 10,000 Series B preferred stock to William B.
Barnett, Esq, for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 10,000 Series B preferred stock to Susan E.
+Added: On January 4, 2024, the Company issued 10,000 Series B preferred stock to Susan E.
Eaglstein for services valued at $ 1.41 per share.
−Removed: January 4, 2024, the Company issued 50,000 Series B preferred stock to Gope S.
+Added: On January 4, 2024, the Company issued 50,000 Series B preferred stock to Gope S.
Kundnani for services valued at $ 1.41 per share.
93 unchanged sentences
December 27, 2023, the Company issued 5,000,000 restricted common stock to AJB to redeem warrants valued at $ 90,000 .
−Removed: May 9, 2024, the Company issued 2,000,000 shares for a cash value of $ 20,000 .
Company issued 2,214,286 common stock valued at $ 71,521 upon issuance of the Note (the “Shares”) and 1,000,000 3 -year cash
10 unchanged sentences
dollar as their functional currency.
−Removed: following table shows the changes in AOCI by component for the three months ending June 30, 2024, and 2023:
+Added: following table shows the changes in AOCI by component for the three months ending March 31, 2024, and 2023:
OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME
Accumulated Comprehensive Income:
−Removed: Cumulative Foreign
−Removed: Currency Translation
−Removed: Balance as of March 31, 2023
−Removed: Other comprehensive income (loss) attributed to ADS
−Removed: Other comprehensive income (loss) attributed to AML
−Removed: Total other comprehensive income (loss)
−Removed: Balance as of June 30, 2023
−Removed: Balance as of March 31, 2024
−Removed: Other comprehensive income/(loss), ADS
−Removed: Other comprehensive income/(loss), AML
−Removed: Other comprehensive income/(loss), APL
−Removed: Other comprehensive income/(loss), ATECH
−Removed: Total other comprehensive income/(loss)
−Removed: Balance as of June 30, 2024
−Removed: following table shows the changes in AOCI by component for the six months ending June 30, 2024, and 2023:
−Removed: Accumulated Comprehensive Income:
−Removed: Cumulative Foreign
−Removed: Currency Translation
Balance as of December 31, 2022
−Removed: Other comprehensive income (loss) attributed to ADS
−Removed: Other comprehensive income (loss) attributed to AML
−Removed: Total other comprehensive income (loss)
−Removed: Balance as of June 30, 2023
+Added: Other comprehensive income
+Added: (loss) attributed to ADS
+Added: Total other comprehensive
+Added: income (loss)
+Added: Balance as of March
Balance as of December 31, 2023
2 unchanged sentences
Other comprehensive income/(loss), APL
−Removed: Other comprehensive income/(loss), ATECH
−Removed: Total other comprehensive income/(loss)
−Removed: Balance as of June 30, 2024
+Added: Total other comprehensive
+Added: income/(loss)
+Added: Balance as of March
OFF-BALANCE SHEET ARRANGEMENTS
4 unchanged sentences
shall pay the community bank $ 100,000 in six equal installments of $ 15,000 and one final payment of $ 10,000 from April 2024 to November
+Added: May 2024, Mitchell M.
+Added: Eaglstein, CEO, was appointed as the CEO of Alchemy Markets Ltd.
+Added: (AML) to oversee operations in Malta.
+Added: May 2024, the Company issued 2,000,000 shares for a cash value of $ 20,000 .
On December 23, 2023, the Company received legal correspondence
8 unchanged sentences
and will provide further updates as material developments arise.
−Removed: The Company has evaluated subsequent events through
−Removed: the filing of this Form 10-Q and determined that no events would require adjustments to our disclosures in the consolidated financial
+Added: The Company has evaluated subsequent events through the filing of this
+Added: Form 10-Q and determined that no events would require adjustments to our disclosures in the consolidated financial statements.
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.