Notes
to Condensed Financial Statements
NOTE
1 – ORGANIZATION
Empire
Global Gaming, Inc. (the “Company”) was incorporated in the State of Nevada on May 11, 2010 in order to acquire certain
U.S Patent license agreements pertaining to roulette and actively engage in the gaming business worldwide and commenced operations
in June, 2010. The Company was founded to develop, manufacture and sell Class II & Class III Casino electronic and table games
for the general public and casinos worldwide. The Company owns exclusive rights through license agreements to four U.S. Patents
consisting of 14 roulette games patents. We also sells a complete line of public and casino grade gaming products for roulette,
blackjack, craps, baccarat, mini baccarat, pinwheels, Sic Bo, slot machines, poker tables and bingo games. These patents are certified
by Gaming Laboratories International to minimize any unfairness in the multi-number bets in roulette (American double 0 &
European single 0) to both players and casinos. One of the patents controlled by the Company is for a “new number pattern
and board layout” that will insure, the various gaming control boards and commissions in the United States and eventually
worldwide, that the highest standards of security and integrity are met.
The
Company developed a website (www.lottopick3.com) which provides analytical data to consumers on several different lottery type
games. This program is not a gambling/consulting program. It is strictly an analysis program. The website does not offer any advice
one way or the other. It offers an in depth breakdown of all the previous numbers that have been drawn in all states that have
the pick 3 games. The software breaks things down into all the possible categories and shows any types of trends that may occur.
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS
OF PRESENTATION
The
accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in
the United States of America for interim financial information and with Article 10 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by accounting principles generally accepted in the United States of America
for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals considered
necessary for a fair presentation, have been included, operating results for the nine months ended September 30, 2019 are not
necessarily indicative of the results that may be expected for the year ending December 31, 2019 or any other period. For further
information, refer to the financial statements and footnotes thereto, included in the Company’s Annual Report on Form 10K
for the year ending December 31, 2018.
USE
OF ESTIMATES
The
preparation of financial statements in conformity with accounting principles generally accepted in the United States requires
management to make estimates and assumptions which affect the reporting of assets and liabilities as of the dates of the financial
statements and revenues and expenses during the reporting period. These estimates primarily relate to the sales recognition, allowance
for doubtful accounts, inventory obsolescence and asset valuations. Actual results could differ from these estimates. Management’s
estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the unaudited condensed financial
statements in the periods they are determined to be necessary.
FAIR
VALUE OF FINANCIAL INSTRUMENTS
Generally
Accepted Accounting Principles (“GAAP”) requires certain disclosures regarding the fair value of financial instruments.
The fair value of financial instruments is made as of a specific point in time, based on relevant information about financial
markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of
significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair
values.
GAAP
defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required
or permitted to be recorded at fair value, the Company considers the principal, or most advantageous market in which it would
transact, and it considers assumptions that market participants would use when pricing the asset or liability.
EMPIRE GLOBAL GAMING, INC.
Notes to Condensed Financial Statements
GAAP
establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable
inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the degree
of subjectivity that is necessary to estimate the fair value of a financial instrument. GAAP establishes three levels of inputs
that may be used to measure fair value:
Level
1 – Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or
liabilities.
Level
2 – Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1
that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted
prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets);
or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by,
observable market data.
Level
3 – Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are
significant to the measurement of the fair value of the assets or liabilities.
NEW
ACCOUNTING PRONOUNCEMENTS
There
are various updates recently issued, most of which represented technical corrections to the accounting literature or application
to specific industries and are not expected to a have a material impact on the Company’s financial position, results of operations
or cash flows.
ACCOUNTS
RECEIVABLE
Accounts
receivable are presented net of an allowance for doubtful accounts. The Company maintains allowances for doubtful accounts for
estimated losses. The Company reviews the accounts receivable on a periodic basis and makes general and specific allowances when
there is doubt as to the collectability of individual balances. In evaluating the collectability of individual receivable balances,
the Company considers many factors, including the age of the balance, a customer’s historical payment history, its current
credit-worthiness and current economic trends. Accounts are written off after exhaustive efforts at collection. At September 30,
2019 and December 31, 2018, the Company has established, based on a review of its outstanding balances, that no allowance is necessary.
CASH
AND CASH EQUIVALENTS
The
Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents.
The Company had no cash equivalents as of September 30, 2019 and December 31, 2018. At times throughout the year, the Company
might maintain bank balances that may exceed Federal Deposit Insurance Corporation insured limits. Periodically, the Company evaluates
the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. At September 30, 2019
and December 31, 2018, the Company had $0 over the insurable limit.
CONVERTIBLE
INSTRUMENTS
The
Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional
standards for Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)
815, Derivatives and Hedging (“ASC 815”).
Professional
standards generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments
and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a)
the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic
characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument
and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with
changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative
instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the
host instrument is deemed to be conventional as defined under professional standards as “The Meaning of Conventional Convertible
Debt Instrument”.
EMPIRE GLOBAL GAMING, INC.
Notes to Condensed Financial Statements
The
Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated
from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with
Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.”
Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options
embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment
date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements
are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary
deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between
the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price
embedded in the note.
ASC
815 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash
settlement, then the contract shall be classified as an asset or a liability.
Foreign
Currency
Monetary
assets and liabilities of the Company’s foreign operations are translated into U.S. dollars at period-end exchange rates. Non-monetary
assets and liabilities are translated at historical rates. Net exchange gains or losses resulting from such translation are excluded
from net loss but are included in comprehensive income and accumulated in a separate component of stockholders’ equity. Income
and expenses are translated at weighted average exchange rates for the period. Foreign currency transactions denominated in a
currency other than the US Dollar, which is the Company’s functional currency, are included in determining net income for
the period.
INCOME
TAXES
The
Company is deemed a corporation and thus is a taxable entity. No provision for income taxes was reflected in the accompanying
unaudited condensed financial statements, as the Company did not have income through September 30, 2019. There were no uncertain
tax positions that would require recognition in the unaudited condensed financial statements through September 30, 2019.
Generally,
federal, state and local authorities may examine the Company’s tax returns for three years from the date of filing, and
the current and prior three years remain subject to examination as of December 31, 2018.
The
Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon
ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors.
The
Company accounts for income taxes under ASC 740-10-30, Income Taxes. Deferred income tax assets and liabilities are determined
based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted
tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation
allowance to the extent management concludes it is more likely than not that the assets will not be realized. 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 statements of operations in the period that includes the enactment date.
LONG
LIVED ASSETS
The
Company evaluates the carrying value and recoverability of its long-lived assets when circumstances warrant such evaluation by
applying the provisions of ASC 360-35, Property, Plant and Equipment, Subsequent Measurement (“ASC 360-35”).
ASC 360-35 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that
the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the
use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the
amount by which the carrying value exceeds the fair value.
EMPIRE GLOBAL GAMING, INC.
Notes to Condensed Financial Statements
RECOGNITION
OF REVENUE
The
Company recognizes revenue under ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle
of this standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers
in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services.
ASC
606 prescribes a five step process to achieve its core principle. The Company recognizes revenue from product sales as follows:
I.
Identify the contract with the customer.
II.
Identify the contractual performance obligations.
III.
Determine the amount of consideration/price for the transaction.
IV.
Allocate the determined amount of consideration/price to the contractual obligations.
V.
Recognize revenue when or as the performing party satisfies performance obligations.
The
consideration/price for the transaction (performance obligation(s)) is determined as per the invoice for the products.
The
Company derives its revenue from sale of gaming products and from fees earned for the use of its online lottery number selecting
application. The Company recognizes revenue from product sales only when there is persuasive evidence of an arrangement, delivery
has occurred, the sale price is determinable and collectability is reasonably assured and from fees as paid for in an online transaction.
STOCK
BASED COMPENSATION
The
Company follows FASB ASC 718, Compensation – Stock Compensation, which prescribes accounting and reporting standards
for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities,
or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock
appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized
as compensation expense in the unaudited condensed financial statements based on their fair values. That expense is recognized
over the period during which an employee is required to provide services in exchange for the award, known as the requisite service
period (usually the vesting period).
The
Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of FASB
ASC 505-50, Equity–based Payments to Non-Employees. Measurement of share-based payment transactions with non-employees
is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity
instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment
date or performance completion date.
For
the nine months ended September 30, 2019 and 2018, the Company had no stock based compensation.
NOTE
3 – GOING CONCERN
The
Company’s unaudited condensed financial statements have been prepared using generally accepted accounting principles in
the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities
in the normal course of business. The Company has incurred net losses of $34,878 during the nine months ended September 30, 2019.
Cash on hand will not be sufficient to cover debt repayments, and operating expenses for at least twelve months from the unaudited
condensed balance sheet date. As of September 30, 2019, the Company had working capital deficits of $230,064. In order to continue
as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to seek
equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing
any of its plans.
There
are no assurances that the Company will be able to either (1) achieve a level of revenues adequate to generate sufficient cash
flow from operations; or (2) obtain additional financing through either private placements, public offerings and/or bank financing
necessary to support the Company’s working capital requirements. To the extent that funds generated from operations, any private
placements, public offerings and/or bank financing are insufficient, the Company will have to raise additional working capital.
No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company.
EMPIRE GLOBAL GAMING, INC.
Notes to Condensed Financial Statements
The
ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described
in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying
financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE
4 –LOSS PER SHARE
The
Company utilizes the guidance per ASC 260, Earnings Per Share. Basic earnings per share is calculated on the weighted effect
of all common shares issued and outstanding, and is calculated by dividing net income available to common stockholders by the
weighted average shares outstanding during the period. Diluted earnings per share, which is calculated by dividing net income
available to common stockholders by the weighted average number of common shares used in the basic earnings per share calculation,
plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding,
is not presented separately as of September 30, 2019 as it is anti-dilutive. For the nine months ended September 30, 2019 and
2018, the Company had no dilutive securities.
NOTE
5 – NOTES PAYABLE – RELATED PARTIES
The
Company had notes payable to stockholders who are our president and former chief financial officer. The notes bear interest at
4% per annum and were due on December 31, 2018. One of these notes was paid in full in June 2019 (see below), and the other note
was extended to December 31, 2019. The notes payable had an unpaid balance of $167,393 as of September 30, 2019 and $159,020 as
of December 31, 2018.
The
Company borrowed $4,200 and $4,000 from stockholders during the nine months ended September 30, 2019 and 2018, respectively.
On
June 6, 2019, the president of the Company assumed the debt of the former chief financial officer’s note totaling $29,273,
of which $25,100 was principal and $4,173 was accrued interest. The former chief financial officer’s note was paid in full
by the president and was added to his note balance.
The
Company recorded interest expense of $4,859 and $4,673 for the nine months ended September 30, 2019 and 2018, respectively, for
these notes payable. Accrued interest related to these notes payable were $23,247 and $22,561 as of September 30, 2019 and December
31, 2018, respectively.
NOTE
6 – NOTES PAYABLE - OTHER
On
December 1, 2018 the Company issued a grid note payable to a third party for $13,500 which was used for audit and legal fees.
The note bears interest at 10% per annum and is due on December 31, 2019. On April 23, 2019 the Company received additional proceeds
of $1,956 which the Company used for filing fees. On August 5, 2019 the Company received additional proceeds of $8,799 which the
Company used for filing fees. On September 10, 2019 the Company received additional proceeds of $2,000 which the Company used
for working capital. The note payable had an unpaid principal balance of $26,255 and $13,500, and accrued interest of $1,349 and
$115 as of September 30, 2019 and December 31, 2018, respectively.
On
June 1, 2019, the Company issued a grid note payable to a third party for $10,118 which was used for audit and filing fees. The
note bears interest at 10% per annum and is due on December 31, 2019. The note payable had an unpaid principal balance of $10,118
and accrued interest of $299 as of September 30, 2019.
NOTE
7 – EQUITY
Common
Stock
On
December 6, 2018, the Company approved the issuance of 200,000,000 shares of its common stock, par value $0.001, for the appointment
of the Company’s Chief Executive Officer. The Company has recorded this transaction as Stock Compensation Expense at a value
of $200,000, or $0.001 per share.
As
of September 30, 2019 and December 31, 2018, the Company has 980,000,000 authorized shares of common stock, par value $0.001,
of which 257,301,000 and 257,301,000 shares are issued and outstanding, respectively.
NOTE
8 – SUBSEQUENT EVENTS
Management
has evaluated all transactions and events after the balance sheet date through the date on which these financials were available
to be issued, and except as already included in the notes to these unaudited condensed financial statements, has determined that
no additional disclosures are required.
