THEGLOBE COM INC 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA FINANCIAL STATEMENTS THEGLOBE.COM, INC. INDEX TO FINANCIAL STATEMENTS Page REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID 688 ) 10 BALANCE SHEETS 11 STATEMENTS OF OPERATIONS 12 STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) 13 STATEMENTS OF CASH FLOWS 14 NOTES TO FINANCIAL STATEMENTS 15 ​ ​ ​ 9 Table of Contents Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors of theglobe.com, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of theglobe.com, Inc (the “Company”) as of December 31, 2024 and 2023, the related statements of operations, stockholders’ equity (deficit) and cash flows for each of the two years in the period ended December 31, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, 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. 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. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these 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 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 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 provide 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. We determined that there are no critical audit matters. ​ ​ /s/ Marcum LLP ​ ​ ​ Marcum LLP ​ ​ We have served as the Company’s auditor since 2001. Fort Lauderdale, Florida March 20, 2025 ​ 10 Table of Contents THEGLOBE.COM, INC. BALANCE SHEETS ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 December 31, 2023 ASSETS ​ ​ Current Assets: ​ ​ ​ Cash ​ $ 23,750 ​ $ 9,105 Total current assets ​ $ 23,750 ​ $ 9,105 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS’ DEFICIT ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current Liabilities: ​ ​ ​ ​ ​ Accounts payable ​ $ 2,136 ​ $ 3,661 Accrued expenses and other current liabilities ​ 25,870 ​ ​ 25,748 Accrued interest due to related party ​ 366,119 ​ ​ 281,204 Notes payable due to related party ​ 1,113,000 ​ ​ 977,000 Total current liabilities ​ 1,507,125 ​ ​ 1,287,613 ​ ​ ​ ​ ​ ​ ​ Stockholders’ Deficit: ​ ​ ​ ​ Common stock, $ 0.001 par value; 500,000,000 shares authorized; 441,480,473 shares issued and outstanding at December 31, 2024 and December 31, 2023 ​ 441,480 ​ ​ 441,480 Preferred stock, $ 0.001 par value; 3,000,000 shares authorized; 0 shares issued at December 31, 2024 and 2023 ​ ​ — ​ ​ — Additional paid in capital ​ 296,594,042 ​ ​ 296,594,042 Accumulated deficit ​ ( 298,518,897 ) ​ ​ ( 298,314,030 ) Total stockholders’ deficit ​ ( 1,483,375 ) ​ ​ ( 1,278,508 ) Total liabilities and stockholders’ deficit ​ $ 23,750 ​ $ 9,105 ​ ​ See notes to financial statements. ​ 11 Table of Contents THEGLOBE.COM, INC. STATEMENTS OF OPERATIONS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ Net Revenue ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ Operating Expenses: ​ ​ General and administrative ​ 126,984 ​ 116,708 Total Operating Expenses ​ 119,862 ​ 116,708 ​ ​ ​ ​ ​ ​ ​ Operating Loss ​ ( 119,952 ) ​ ( 116,708 ) ​ ​ ​ ​ ​ ​ ​ Other Income ​ 7,032 ​ — ​ ​ ​ ​ ​ ​ ​ Related party interest expense ​ ( 84,915 ) ​ ( 75,032 ) ​ ​ ​ ​ ​ ​ ​ Loss Before Income Taxes ​ ( 204,867 ) ​ ( 191,740 ) ​ ​ ​ ​ ​ ​ ​ Income Taxes ​ — ​ — Net Loss ​ $ ( 204,867 ) ​ $ ( 191,740 ) ​ ​ ​ ​ ​ ​ ​ Loss Per Share: ​ ​ Basic and Diluted: ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ Weighted Average Common Shares Outstanding ​ 441,480,473 ​ 441,480,473 ​ ​ See notes to financial statements. ​ 12 Table of Contents THEGLOBE.COM, INC. STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ Common Stock Paid-in Accumulated ​ ​ ​ ​ Shares Amount Capital Deficit ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2023 441,480,473 ​ $ 441,480 ​ $ 294,594,042 ​ $ ( 298,122,290 ) ​ $ ( 1,086,768 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss — ​ ​ — ​ ​ — ​ ​ ( 191,740 ) ​ ​ ( 191,740 ) Balance December 31, 2023 441,480,473 ​ $ 441,480 ​ $ 296,594,042 ​ $ ( 298,314,030 ) ​ $ ( 1,278,508 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Loss — ​ ​ — ​ ​ — ​ ​ ( 204,867 ) ​ ​ ( 204,867 ) Balance, December 31, 2024 441,480,473 ​ $ 441,480 ​ $ 296,594,042 ​ $ ( 298,518,897 ) ​ $ ( 1,483,375 ) ​ See notes to financial statements. ​ 13 Table of Contents THEGLOBE.COM, INC. STATEMENTS OF CASH FLOWS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 Cash Flows from Operating Activities: ​ ​ Net Loss ​ $ ( 204,867 ) ​ $ ( 191,740 ) ​ ​ ​ ​ ​ Adjustments to reconcile net loss from operations to net cash flows used in operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Changes in operating assets and liabilities: ​ ​ ​ ​ Accounts payable ​ ( 1,525 ) ​ ​ 1,661 Accrued expenses and other current liabilities ​ 122 ​ ​ 1,381 Accrued interest due to related party ​ 84,915 ​ ​ 75,032 ​ ​ ​ ​ ​ Net cash flows used in operating activities ​ ( 121,355 ) ​ ​ ( 113,666 ) ​ ​ ​ ​ ​ ​ Cash Flows from Financing Activities: ​ ​ ​ ​ ​ Borrowings on notes payable ​ 136,000 ​ ​ 116,000 Net cash flows provided by financing activities ​ 136,000 ​ ​ 116,000 ​ ​ ​ ​ ​ ​ Net change in cash ​ 14,645 ​ ​ 2,334 Cash at beginning of period ​ 9,105 ​ ​ 6,771 Cash at end of period ​ $ 23,750 ​ $ 9,105 ​ ​ See notes to financial statements. ​ 14 Table of Contents THEGLOBE.COM, INC. NOTES TO FINANCIAL STATEMENTS December 31, 2024 and 2023 (1) ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES DESCRIPTION OF THE COMPANY theglobe.com, inc. (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 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, 2024, 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 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 expenses during the reporting period. FAIR VALUE OF FINANCIAL INSTRUMENTS 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, 2024 and 2023, respectively, due to their short maturities. 15 Table of Contents INCOME TAXES 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 LOSS PER COMMON SHARE 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). 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, 2024 and 2023. 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. 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, 2024, the Company had a net working capital deficit of approximately $ 1,483,000 . This deficit included accrued expenses of approximately $ 26,000 , accounts payable of approximately $ 2,000 and approximately $ 1,479,000 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. ​ (3) DEBT 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 November 2024 to $ 1,113,000 , which was our balance at December 31, 2024. 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. 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. ​ 16 Table of Contents (4) INCOME TAXES The provision (benefit) for income taxes is summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 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 operations: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ ​ Statutory federal income tax rate 21.00 % 21.00 % State income taxes, net of federal benefit 4.35 4.35 ​ Change in valuation allowance ( 25.35 ) ( 25.34 ) ​ ​ ​ Effective tax rate 0.00 % 0.00 % ​ ​ The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2024 and 2023 are presented below. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ ​ ​ Deferred tax assets (liabilities): ​ ​ Net operating loss carryforwards ​ $ 369,000 ​ $ 318,000 Issuance of warrants ​ — ​ ​ 967,000 Accrued expenses ​ — ​ ​ 29,000 Depreciation and amortization ​ — ​ ​ 10,000 Total gross deferred tax assets ​ 369,000 ​ ​ 1,324,000 Less: valuation allowance ​ ( 369,000 ) ​ ​ ( 1,324,000 ) 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 $ 369,000 and $ 1,324,000 as of December 31, 2024 and 2023, respectively. The net change in the total valuation allowance was $ 955,000 and $( 29,000 ) for the years ended December 31, 2024 and 2023, respectively. At December 31, 2024, the Company had net operating loss carryforwards available for U.S. tax purposes of approximately $ 1,458,000 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 $ 366,000 and $ 281,000 as of December 31, 2024 and 2023, respectively and interest expense of approximately $ 85,000 and $ 75,000 for the years ended December 31, 2024 and 2023, respectively. ​ (6) SUBSEQUENT EVENTS Subsequent events have been evaluated through the date these financial statements have been issued. 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. ​ 17 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. ​