25 unchanged sentences
Our responsibility is to express an opinion on the Company’s financial statements based on our audits.
−Removed: 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.
+Added: 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.
13 unchanged sentences
We have served as the Company’s auditor since 2001.
−Removed: West Palm Beach, Florida
+Added: Fort Lauderdale, Florida
March 15, 2024
15 unchanged sentences
500,000,000 shares authorized;
−Removed: 441,480,473 shares issued at December 31, 2022 and December 31, 2021
+Added: 441,480,473 shares issued and outstanding at December 31, 2023 and December 31, 2022
Preferred stock, $ 0.001 par value;
7 unchanged sentences
( 1,278,508 )
+Added: ( 1,086,768 )
Total liabilities and stockholders’ deficit
8 unchanged sentences
Related party interest expense
−Removed: Loss from Operations Before Income Taxes
−Removed: Loss from Operations
+Added: Loss Before Income Taxes
Loss Per Share:
Basic and Diluted:
−Removed: Continuing Operations
Weighted Average Common Shares Outstanding
7 unchanged sentences
( 298,122,290 )
+Added: ( 1,086,768 )
Year Ended December 31, 2023
7 unchanged sentences
Cash Flows from Operating Activities:
−Removed: Adjustments to reconcile loss from continuing operations to net cash flows used in operating activities:
+Added: Adjustments to reconcile loss from operations to net cash flows used in operating activities:
Changes in operating assets and liabilities:
29 unchanged sentences
USE OF ESTIMATES
−Removed: 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.
+Added: 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 expenses during the reporting period.
FAIR VALUE OF FINANCIAL INSTRUMENTS
−Removed: 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.
+Added: Financial Accounting Standards Board (“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, 2023 and 2022, respectively, due to their short maturities.
−Removed: STOCK-BASED COMPENSATION
−Removed: 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:
−Removed: no dividend yield;
−Removed: a risk-free interest rate based on the U.S.
−Removed: Treasury yield in effect at the time of grant;
−Removed: an expected option life based on historical and expected exercise behavior;
−Removed: 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.
−Removed: 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.
3 unchanged sentences
Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
−Removed: NET INCOME PER COMMON SHARE
−Removed: 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.
+Added: NET LOSS PER COMMON SHARE
+Added: The Company reports basic and diluted net loss per common share in accordance with FASB ASC Topic 260, “Earnings Per Share.” Basic loss 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).
13 unchanged sentences
Management anticipates continued funding from Delfin over the next twelve months as it determines the direction of the Company.
−Removed: 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 ,in January 2022 to $ 750,000 , in April 2022 to $ 791 , 000, in June 2022 to $ 826,000 , in September 2022 to $ 861,000 and then again on December 23, 2022 to increase the principal amount up to $ 906,000 to pay certain accrued expenses, accounts payable and to allow the Company to have working capital.
−Removed: The additional principal amounts associated with the December 23, 2022 note amendment were received on January 4, 2023.
+Added: In March 2018, the Company executed a promissory note with Delfin for $ 50,000 (as amended and restated from time to time, the “Promissory Note”), which was amended and restated several times over the years and in October 2023 to $ 977,000 , which was our balance at December 31, 2023.
+Added: In December 2023 management amended again to increase our borrowing to $ 1,027,000 , however cash was not received and recorded until January 2024.
+Added: The Promissory Note is used 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.
5 unchanged sentences
Year Ended December 31,
−Removed: Continuing operations
−Removed: The provision (benefit) for income taxes attributable to continuing operations was as follows:
−Removed: Year Ended December 31,
−Removed: Provision for income taxes
−Removed: 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:
+Added: The following is a reconciliation of the federal income tax provision at the federal statutory rate to the Company’s tax provision attributable to operations:
Year Ended December 31,
18 unchanged sentences
The net change in the total valuation allowance was $( 29,000 ) and $( 48,000 ) for the years ended December 31, 2023 and 2022, respectively.
−Removed: 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.
−Removed: 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.
−Removed: Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
At December 31, 2023, the Company had net operating loss carryforwards available for U.S.
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.