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Item 8. Financial Statements and Supplementary Data

2022-03-24 compared with 2021-03-26 · 103 added, 191 removed, 109 unchanged (73% of the section changed)

STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS

THEGLOBE.COM, INC.

TO FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

INDEX TO FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID 688 )

BALANCE SHEETS

3 unchanged sentences

NOTES TO FINANCIAL STATEMENTS

REPORT OF INDEPENDENT

REGISTERED PUBLIC ACCOUNTING FIRM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

1 unchanged sentence

Opinion on the Financial Statements

We have audited the accompanying balance sheet s of theglobe.com,

(the “Company”) as of December 31, 2020 and 2019, the related statements of operations, stockholders’ equity

(deficit) and cash flows for each of the two years in the period ended December 31, 2020, and the related notes (collectively referred

to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects,

the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for

each of the two years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the

United States of America.

We have audited the accompanying balance sheet s of theglobe.com, Inc.

(the “Company”) as of December 31, 2021 and 2020, the related statements of operations, stockholders’ equity (deficit) and cash flows for each of the two years in the period ended December 31, 2021, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Explanatory Paragraph – Going Concern

The accompanying

financial statements have been prepared assuming that the Company will continue as a going concern.

As more fully described in

Note 2, the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional

funds to meet its obligations and sustain its operations.

These conditions raise substantial doubt about the Company's ability

to continue as a going concern.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As more fully described in Note 2, the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations.

These conditions raise substantial doubt about the Company's ability to continue as a going concern.

Management's plans in regard to these matters are also described in Note 2.

The financial statements

do not include any adjustments that might result from the outcome of this uncertainty .

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility

of the Company's management.

These financial statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial

statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged

to perform, an audit of its internal control over financial reporting.

As part of our audits we are required to obtain an understanding

of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's

internal control over financial reporting.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting.

Accordingly, we express no such opinion..

Our audits included performing procedures to assess the risks

of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial

Our audits also included evaluating the accounting principles used and significant estimates made by management, as

well as evaluating the overall presentation of the financial statements.

We believe that our audits provides a reasonable basis

for our opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits provides a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from the current-period

audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate

to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective,

or complex judgments.

Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

We determined that there are no critical audit matters.

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March 24, 2022

THEGLOBE.COM,

THEGLOBE.COM, INC.

BALANCE SHEETS

December 31, 2021

18 unchanged sentences

Accumulated deficit

( 297,937,646 )

( 297,742,799 )

Total stockholders’ deficit

2 unchanged sentences

THEGLOBE.COM, INC.

OF OPERATIONS

STATEMENTS OF OPERATIONS

Year Ended December 31,

3 unchanged sentences

Other Income (Expense), net:

Miscellaneous Income

Related party interest expense

3 unchanged sentences

Basic and Diluted:

Continuing Operations

Weighted Average Common Shares Outstanding

See notes to financial statements.

THEGLOBE.COM,

OF STOCKHOLDERS’ EQUITY (DEFICIT)

Balance, December 31, 2018

THEGLOBE.COM, INC.

STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

Balance, January 1, 2020

( 297,578,963 )

Year Ended December 31, 2020

Balance December 31, 2020

( 297,742,799 )

Year Ended December 31, 2021

Balance, December 31, 2021

( 297,937,646 )

See notes to financial statements.

THEGLOBE.COM,

OF CASH FLOWS

THEGLOBE.COM, INC.

STATEMENTS OF CASH FLOWS

Year Ended December 31,

Cash Flows from Operating Activities:

Adjustments to reconcile loss to net cash flows used in operating activities:

Adjustments to reconcile loss from continuing operations to net cash flows used in operating activities:

Changes in operating assets and liabilities:

10 unchanged sentences

See notes to financial statements.

THEGLOBE.COM,

TO FINANCIAL STATEMENTS

THEGLOBE.COM, INC.

NOTES TO FINANCIAL STATEMENTS

December 31, 2021 and 2020

(1) ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

DESCRIPTION OF THE

DESCRIPTION OF THE COMPANY

theglobe.com, inc.

(the “Company,”

“theglobe,” “we” or “us”) was incorporated on May 1, 1995 and commenced operations on that

(the “Company,” “theglobe,” “we” or “us”) was incorporated on May 1, 1995 and commenced operations on that date.

Originally, we were an online community with registered members and users in the United States and abroad.

On September 29,

2008, we consummated the sale of the business and substantially all of the assets of our subsidiary, Tralliance Corporation (“Tralliance”),

to Tralliance Registry Management Company, LLC (“Tralliance Registry Management”), an entity controlled by Michael

On September 29, 2008, we consummated the sale of the business and substantially all of the assets of our subsidiary, Tralliance Corporation (“Tralliance”), to Tralliance Registry Management Company, LLC (“Tralliance Registry Management”), an entity controlled by Michael S.

Egan, our former Chairman and Chief Executive Officer.

As a result of and on the effective date of the sale of our Tralliance

business, which was our last remaining operating business, we became a “shell company,” as that term is defined in

Rule 12b-2 of the Exchange Act, with no material operations or assets.

On December 20, 2017, Delfin Midstream LLC

(“Delfin”) entered into a Common Stock Purchase Agreement with certain of our stockholders for the purchase of a total

of 312,825,952 shares of our common stock, par value $0.001 per share (“Common Stock”), representing approximately

70.9% of our Common Stock.

As a shell company, our operating expenses

have consisted primarily of, and we expect them to continue to consist primarily of, customary public company expenses, including

personnel, accounting, financial reporting, legal, audit and other related public company costs.

As of December 31, 2020, as reflected in

our accompanying Balance Sheet, our current liabilities exceed our total assets.

We prefer to avoid filing for protection under

As a result of and on the effective date of the sale of our Tralliance business, which was our last remaining operating business, we became a “shell company,” as that term is defined in Rule 12b-2 of the Exchange Act, with no material operations or assets.

On December 20, 2017, Delfin Midstream LLC (“Delfin”) entered into a Common Stock Purchase Agreement with certain of our stockholders for the purchase of a total of 312,825,952 shares of our common stock, par value $ 0.001 per share (“Common Stock”), representing approximately 70.9 % of our Common Stock.

As a shell company, our operating expenses have consisted primarily of, and we expect them to continue to consist primarily of, customary public company expenses, including personnel, accounting, financial reporting, legal, audit and other related public company costs.

As of December 31, 2021, as reflected in our accompanying Balance Sheet, our current liabilities exceed our total assets.

We prefer to avoid filing for protection under the U.S.

Bankruptcy Code.

However, unless we are successful in raising additional funds through the offering of debt or equity

securities, we may not be able to continue to operate as a going concern for any significant length of time in the future.

Notwithstanding

the above, we currently intend to continue operating as a public company and making all the requisite filings under the Exchange

However, unless we are successful in raising additional funds through the offering of debt or equity securities, we may not be able to continue to operate as a going concern for any significant length of time in the future.

Notwithstanding the above, we currently intend to continue operating as a public company and making all the requisite filings under the Exchange Act.

USE OF ESTIMATES

The preparation of financial statements

in conformity with accounting principles generally accepted in the United States requires the Company to make estimates and assumptions

that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date

of the financial statements and the reported amounts of revenue and expenses during the reporting period.

These estimates and assumptions

relate primarily to valuations of accounts payable and accrued expenses.

FAIR VALUE OF FINANCIAL

FASB Accounting Standards Codification Topic

on Fair Value Measurements and Disclosure (“ASC 820”) requires that the Company disclose estimated fair values of its

financial instruments.

The carrying amount of certain of the Company’s financial instruments, including cash, accounts payable

and accrued expenses, are a reasonable estimate of their fair values at December 31, 2020 and 2019, respectively, due to their

short maturities.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

FAIR VALUE OF FINANCIAL INSTRUMENTS

FASB Accounting Standards Codification Topic on Fair Value Measurements and Disclosure (“ASC 820”) requires that the Company disclose estimated fair values of its financial instruments.

The carrying amount of certain of the Company’s financial instruments, including cash, accounts payable and accrued expenses, are a reasonable estimate of their fair values at December 31, 2021 and 2020, respectively, due to their short maturities.

STOCK-BASED COMPENSATION

The Company estimates the fair value of

each stock option at the grant date by using the Black Scholes option-pricing model using the following assumptions:

The Company estimates the fair value of each stock option at the grant date by using the Black Scholes option-pricing model using the following assumptions:

no dividend yield;

a risk-free interest rate based on the U.S.

Treasury yield in effect at the time of grant;

an expected option life based

on historical and expected exercise behavior;

and expected volatility based on the historical volatility of the Company’s

stock price, over a time period that is consistent with the expected life of the option.

The portion of the value that is ultimately

expected to vest is recognized as expense over the service period.

The Company accounts for income taxes using

the asset and liability method.

Under this method, deferred tax assets and liabilities are recognized for the future tax consequences

attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective

tax bases for operating loss and tax credit carryforwards.

Deferred tax assets and liabilities are measured using enacted tax rates

expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period

that the tax change occurs.

Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected

to be realized.

NET INCOME PER COMMON

The Company reports basic and diluted net

income per common share in accordance with FASB ASC Topic 260, “Earnings Per Share.” Basic earnings per share is computed

using the weighted average number of common shares outstanding during the period.

Common equivalent shares consist of the incremental

common shares issuable upon the exercise of stock options and warrants (using the treasury stock method).

Common equivalent shares

are excluded from the calculation if their effect is anti-dilutive.

There were no potentially dilutive securities and common stock

equivalents for the years ended December 31, 2020 and 2019.

RECENTLY ISSUED ACCOUNTING

PRONOUNCEMENTS

Management has determined that all recently

issued accounting pronouncements will not have a material impact on the Company’s financial statements or do not apply to

the Company’s operations.

an expected option life based on historical and expected exercise behavior;

and expected volatility based on the historical volatility of the Company’s stock price, over a time period that is consistent with the expected life of the option.

The portion of the value that is ultimately expected to vest is recognized as expense over the service period.

The Company accounts for income taxes using the asset and liability method.

Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases for operating loss and tax credit carryforwards.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that the tax change occurs.

Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

NET INCOME PER COMMON SHARE

The Company reports basic and diluted net income per common share in accordance with FASB ASC Topic 260, “Earnings Per Share.” Basic earnings per share is computed using the weighted average number of common shares outstanding during the period.

Common equivalent shares consist of the incremental common shares issuable upon the exercise of stock options and warrants (using the treasury stock method).

Common equivalent shares are excluded from the calculation if their effect is anti-dilutive.

There were no potentially dilutive securities and common stock equivalents for the years ended December 31, 2021 and 2020.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Management has determined that all recently issued accounting pronouncements will not have a material impact on the Company’s financial statements or do not apply to the Company’s operations.

(2) LIQUIDITY AND GOING CONCERN CONSIDERATIONS

The accompanying financial statements have

been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis,

which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

the financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilities

that might be necessary should the Company be unable to continue as a going concern.

However, for the reasons described below,

Company management does not believe that cash on hand and cash flow generated internally by the Company will be adequate to fund

its limited overhead and other cash requirements over the next twelve months.

These reasons raise substantial doubt about the Company’s

ability to continue as a going concern within one year after the date that the financial statements are issued.

Delfin, the Company’s majority stockholder,

has continued to fund the Company through loans to the Company (see Note 3).

At December 31, 2020, the Company had a net working

capital deficit of approximately $707,000.

This deficit included accrued expenses of approximately $24,000, accounts payable of

approximately $2,000 and approximately $689,000 in principal and accrued interest owed under the Promissory Note with Delfin.

The recent coronavirus (COVID-19) pandemic

and its impact on debt and equity markets could also have a material adverse effect on our financial condition and ability to operate

as a going concern.

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

Accordingly, the financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

However, for the reasons described below, Company management does not believe that cash on hand and cash flow generated internally by the Company will be adequate to fund its limited overhead and other cash requirements over the next twelve months.

These reasons raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued.

Delfin, the Company's majority stockholder, has continued to fund the Company through loans to the Company (see Note 3).

At December 31, 2021, the Company had a net working capital deficit of approximately $ 902,000 .

This deficit included accrued expenses of approximately $ 25 ,000, accounts payable of approximately $ 37 ,000 and approximately $ 847,000 in principal and accrued interest owed under the Promissory Note with Delfin.

MANAGEMENT PLANS

Management anticipates continued funding

from Delfin over the next twelve months as it determines the direction of the Company.

In March 2018, the Company executed a Promissory

Note with Delfin, which was amended and restated in May 2018 to $150,000, in November 2018 to $350,000, in June 2019 to $465,000,

in November 2019 to $554,100, in August 2020 to $600,000 and then again in February 2021 to increase the principal amount to up

to $637,500 to pay certain accrued expenses, accounts payable and to allow the Company to have working capital.

Interest accrues

on the unpaid principal balance at a rate of 8% per annum, calculated on a 365/66 day year, as applicable.

The Promissory Note

is due upon demand.

Management anticipates continued funding from Delfin over the next twelve months as it determines the direction of the Company.

In March 2018, the Company executed a Promissory Note with Delfin, which was amended and restated in May 2018 to $ 150,000 , in November 2018 to $ 350,000 , in June 2019 to $ 465,000 , in November 2019 to $ 554,100 , in August 2020 to $ 600,000 , in February 2021 to $ 637,500 , in June 2021 to $ 675,000 , in October 2021 to $ 705,000 and then again in January 2022 to increase the principal amount to up to $ 750,000 to pay certain accrued expenses, accounts payable and to allow the Company to have working capital.

Interest accrues on the unpaid principal balance at a rate of 8 % per annum, calculated on a 365/66 day year, as applicable.

The Promissory Note is due upon demand.

It may be prepaid in whole or in any part at any time prior to demand.

Management anticipates continued funding

from Delfin over the next twelve months as it determines the direction of the Company.

The provision (benefit) for income taxes

is summarized as follows:

Management anticipates continued funding from Delfin over the next twelve months as it determines the direction of the Company.

(4) INCOME TAXES

The provision (benefit) for income taxes is summarized as follows:

Year Ended December 31,

Continuing operations

The provision (benefit) for income taxes

attributable to continuing operations was as follows:

The provision (benefit) for income taxes attributable to continuing operations was as follows:

Year Ended December 31,

Provision for income taxes

The following is a reconciliation of the

federal income tax provision at the federal statutory rate to the Company’s tax provision attributable to continuing operations:

The following is a reconciliation of the federal income tax provision at the federal statutory rate to the Company’s tax provision attributable to continuing operations:

Year Ended December 31,

3 unchanged sentences

Effective tax rate

The tax effects of temporary differences

that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2019 and 2020 are

presented below.

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2021 and 2020 are presented below.

Year Ended December 31,

6 unchanged sentences

valuation allowance

( 1,247,000 )

( 1,197,000 )

Total net deferred tax assets

Because of the Company’s lack of earnings

history, the net deferred tax assets have been fully offset by a 100% valuation allowance.

The valuation allowance for net deferred

tax assets was $1,155,000 and $1,197,000 as of December 31, 2019 and 2020, respectively.

The net change in the total valuation

allowance was $(55,000) and $(42,000) for the years ended December 31, 2019 and 2020, respectively.

In assessing the realizability of deferred

tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the

periods in which those temporary differences become deductible.

Management considers the scheduled reversal of deferred tax liabilities,

projected future taxable income and tax planning strategies in making this assessment.

At December 31, 2020, the Company had net

operating loss carryforwards available for U.S.

Because of the Company’s lack of earnings history, the net deferred tax assets have been fully offset by a 100 % valuation allowance.

The valuation allowance for net deferred tax assets was $ 1,247,000 and $ 1,197,000 as of December 31, 2021 and 2020, respectively.

The net change in the total valuation allowance was $( 50,000 ) and $( 42,000 ) for the years ended December 31, 2021 and 2020, respectively.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.

Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.

At December 31, 2021, the Company had net operating loss carryforwards available for U.S.

tax purposes of approximately $ 878,000 , which will carry forward indefinitely.

(5) RELATED PARTY TRANSACTIONS

Under terms of the debt with its majority

stockholder (See Note 3), the Company recorded accrued interest of approximately $43,000 and $89,000 as of December 31, 2019 and

2020, respectively and interest expense of approximately $34,000 and $46,000 for the years ended December 31, 2019 and 2020, respectively.

Under terms of the debt with its majority stockholder (See Note 3), the Company recorded accrued interest of approximately $ 142,000 and $ 89,000 as of December 31, 2021 and 2020, respectively and interest expense of approximately $ 53,000 and $ 46,000 for the years ended December 31, 2021 and 2020, respectively.

(6) SUBSEQUENT EVENTS

The Company’s management evaluated

subsequent events through the time of the filing of this report on Form 10-K.

The Company’s management is not aware of any

significant events that occurred subsequent to the balance sheet date but prior to the filing of this report that would have a

material impact on its financial statements, with the exceptional of additional funding received from Delfin of $37,500 on February

IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

The Company’s management evaluated subsequent events through the time of the filing of this report on Form 10-K.

The Company’s management is not aware of any significant events that occurred subsequent to the balance sheet date but prior to the filing of this report that would have a material impact on its financial statements, with the exceptional of additional funding received from Delfin of $ 45,000 on January 27, 2022.

The Amended and Restated promissory note are attached as an exhibit.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

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-K

Item 8. Financial Statements and Supplementary Data