MAPTELLIGENT, INC. Forward-Looking Statements
This Form 10-Q ("Quarterly Report") contains forward-looking statements about the Company's business, financial condition and prospects that reflect management's assumptions and beliefs based on information currently available. There can be no assurance that the expectations indicated by such forward-looking statements will be realized. If any of management's assumptions should prove incorrect, or if any of the risks and uncertainties underlying such expectations should materialize, our actual results may differ materially from those indicated by the forward- looking statements.
The key factors that are not within the Company's control and that may have a direct bearing on operating results include, but are not limited to, managements' ability to raise capital in the future, the retention of key employees and changes in the regulation of our industry, as well as the risk factors identified in the Company's filings.
When used in this Report, words such as, "believes," "expects," "intends," "plans," "anticipates," "estimates" and similar expressions are intended to identify and qualify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions. However, the forward-looking statements contained herein are not covered by the safe harbors created by Section 21E of the Securities Exchange Act of 1934.
The following discussion should be read in conjunction with our condensed financial statements and notes thereto included elsewhere herein.
For purposes of this Quarterly Report, "
Business Overview
We provide a cloud based geographic platform to access information relevant to structures and sites enabling better emergency response to incidents occurring within buildings.
Our solution integrates disparate data from sensors, cameras, alarms, access control and accountability systems creating actionable intelligence on an intuitive map display. This rapid access to relevant information enhances situational awareness to mitigate additional loss of life and property when shared with first responders.
We also provide a suite of tools providing customers the ability to maintain and manage data in a mobile environment. Access to geospatial data in the cloud will provide customers to perform additional spatial analytics such as flood risk analysis, threatening weather analysis, transportation route optimization, etc.
Mobile applications Apps provide the ability to create incident pre-plans for public safety and facility management tools for smart building management.
We will continue to develop our in-building floorplan modeling GIS platform
using the significant investment in the preparation of software solutions that
has previously been made by using the ESRI software as well as
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We will continue to develop GeoComm's in-building floorplan modeling GIS platform in coordination with ESRI software. ESRI is an international supplier of geographic information system software, web GIS and geodatabase management applications. Esri uses the name ArcGIS to refer to its suite of GIS software products, which operate on desktop, server, and mobile platforms. ArcGIS also includes developer products and web services. In a general sense, the term GIS describes any information system that integrates, stores, edits, analyzes, shares and displays geographic information for informing decision making.
As a result of the agreement with ESRI, we now are able to provide a multi-layer geographic information system which can serve as the common situational awareness tool for all community services, including fire, police, public works, local utility companies, community planners, and tax assessors. We intend to license our products through "White Labeling" and packaging our product offerings. These solutions can support Smart City Initiatives both large and small. Smart city initiatives are programs that use advanced technology like cameras, sensors and the Internet of Things to collect data on things like water usage, volume of traffic, electricity consumption, parking availability, waste management, the presence of pedestrians and bicyclists, and interactions between citizens and their city government. Analytics help to process and transform this data into actionable information. All products are scalable by design and encourage data sharing across multiple jurisdictions. Our technologies also encourage a public/private partnership for local, state, and national business enterprises the ability to provide the local responder agency the ability to assess an event while en route to an incident. We believe our approach will help save lives and property.
Struggling through the chaos of responding to everyday emergency calls and catastrophes like 9/11, firefighters, police, and other emergency responders were not able to access or share critical data - basic information such as building floor plans, emergency pre-plans, and responder locations. The result is a breakdown in a coordinated and efficient response.
Today, following various home-grown terrorist attacks on elementary schools, malls, and colleges the same breakdown still exists. Our suite of technologies bridges this information gap by providing solutions that allow for a visually intuitive way for school administrators, business owners, and first responders to help save lives and property.
This set of comprehensive tools is designed for everyday use, scaling seamlessly from ordinary incidents to multi-agency mass response. Our software ensures that first responders can provide emergency services efficiently, safely, and effectively-whether it is a local or mutual aid response-without interrupting or impacting day-to-day operations.
We are dedicated to offering a scalable, cost-effective interoperability solution, providing any Smart City initiative vital information to the first responders when they need it most.
We are developing business partnerships that currently provide hardware and software solutions such as cameras, door access controls, metal detectors, AI, cloud services and other commonly used stand-alone technologies in security and situational awareness solutions. Each of these partnerships are designed to allow their existing customers the ability to seamlessly integrate with our market offerings. These relationships will allow their existing customers to create, maintain, and connect their systems of critical infrastructure in an intuitive GIS based map display and viewed by their local, regional and state emergency response agencies and personnel. We combine multiple layers of situational awareness into an extensible framework needed to fully implement emergency planning and facility/asset management goals.
Our technologies are a one-of-a-kind collaborative software system that can be used by multiple agencies and jurisdictions to plan and coordinate emergency and disaster response, management and mitigation.
Our solutions and related tools create seamless interoperability and timely distribution of information across disparate systems and platforms. We have created the tools that address the communication, collaboration and organizational challenges faced by responders during large-scale emergency events.
Whether a user is focused on a specific building and critical assets therein or looking broadly at a whole region of mutual response locations, the backbone of each aspect of operations is the GIS and the data displayed within.
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From a Citywide Perspective to a
· A detailed operating picture of your city for use in pre-planning and
training thus ensuring the best response to an emergency.
· An integration dashboard for additional city infrastructures represented
in a "location-first" manner - visually on a map, with the ability to
click through for current status.
· An interactive regional map that includes details of critical sites within
your city and neighboring jurisdictions.
A Comprehensive Community Solution - Ensures First Responder Access
We make your critical information readily available to local fire and police departments, giving them access to important response information related to your community, helping to provide:
· Minimized Property Damage · Shared Mutual Aid Information · More Efficient Response · Enhanced Situational Awareness · Effective Collaboration Support
We believe we are ideal for all community services, including fire, police, public works, local utility companies, community planners, and tax assessors.
Our Solution- Using GIS for In-Building Intelligence
We allow for a "location-first" approach to connecting multiple disparate data sources and business systems into one location-specific situational awareness interface for viewing critical assets and infrastructure.
Easily Collect and Maintain Data
Get everything you need to create, edit, organize, maintain, and share your situational awareness data-hardware, software, building inspection and pre-planning tools.
· Catalog and save your facility information right onto the floor plan
· An intuitive interface allows for more efficient data collection
· Live sketching tools can help communicate response scenarios and training
plans
· Collaborative interface allows first responders to collaborate, pool
resources, and plot strategies
From a
Integrates with strategic partners' "cloud" services to expand from a single location to a complex of buildings or campus. Multiple building plans tied together with regional context for more comprehensive facilities management and emergency planning.
We are used daily in concert with your facility management processes to efficiently run your company/facility(ies) while also providing critical and valuable response information to your local first responder agencies.
Whether you are a single property owner or a large corporation that maintains facilities throughout the world and allows you to streamline your operational and maintenance records, improves efficiency, ensures safety protocols and improves your bottom line.
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Our suite of products distinguishes the Company from its competitors by providing detailed and interactive site-specific data. We address a critical need, a public/private partnership for the sharing of critical data both horizontally and vertically. This is done without an undue burden on agency resources.
Our Solution and Why We Believe We Are Unique
We are a state-of-the-art geographic information map-based interface which provides emergency responders with near real-time, location-specific situational awareness technology to better enhance response times to man-made and natural disasters.
Our platform will provide a common operating picture for first responders - enabling school and campus police to connect and share critical data sources in one location- specific situational awareness interface for viewing - with school administrators.
The technology will identify critical assets such as cameras, door access controls, metal detectors, panic buttons, etc., when breached. When an alarm is triggered, the map will automatically display the alarm location and any specific information the alarm is sending. In addition, the technology can interface with both indoor and outdoor shooter detection systems and biometrics (facial recognition) for a proactive response.
We provide a simple and intuitive way to view area-wide to specific in-building floor plans and critical assets as well as other areas of interest within your campus infrastructure.
Our technologies provide responding agencies with the ability to rapidly identify and share active threats and hazards (i.e., active shooter, fire, hazardous materials) - before arrival or at the scene and coordinate resources for better command and control of the event.
All our technologies have been designed by a team of passionately focused innovators. Our suite of proven tools empowers first responders to make well-informed critical decisions by providing them with key technological insights.
Critical Accounting Policies
Our financial statements are prepared in accordance with accounting principles
generally accepted in
· Use of Estimates · Derivative liability
While our estimates and assumptions are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. For a discussion of the Company's significant accounting policies, refer to Note 2 of Notes to the Financial Statements.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported periods. Amounts could materially change in the future.
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Derivative Liability
The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. We evaluate all of our financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a Black Scholes valuation model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.
Results of Operations
The following are the results of our continuing operations for the three months
ended
Three Months Ended
June 30,
2021 2020 Change
Revenue $ - $ - $ -
Operating expense 350,765 40,630 310,135
Other income (expense) 7,781,844 (697,809 ) 8,479,653
Net income (loss)
Revenue During the three months endedJune 30, 2021 and 2020, the Company did not generate any revenue. Operating Expenses Three Months Ended June 30, 2021 2020 Change General and administrative$ 95,990 $ 19,530 $ 76,460 Professional fee 22,760 600 22,160
Compensation and payroll taxes 232,015 20,500 211,515
Total operating expenses
Compensation and payroll taxes increased by
Other (Expense) Income
Three Months Ended
June 30,
2021 2020 Change
Interest expense $ (135,443 ) $ (15,653 ) $ (119,790 )
Change in fair value of derivative liability 7,917,287 (682,156 ) 8,599,443
Total other income (expense) $ 7,781,844 $ (697,809 ) $ 8,479,653
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The increase in other income was primarily due to gain on change in fair value of derivative liability, from an accounting estimate primarily from the conversion feature of one convertible promissory note.
The following are the results of our continuing operations for the six months
ended
Six Months Ended
June 30,
2021 2020 Change
Revenue $ - $ - $ -
Operating expense 678,162 134,988 543,174
Other income (expense) 91,104,296 (710,820 ) 91,815,116
Net income (loss) $ 90,426,134 $ (845,808 ) $ 91,271,942
Revenue
During the six months ended June 30, 2021 and 2020, the Company did not generate
any revenue.
Operating Expenses
Six Months Ended
June 30,
2021 2020 Change
General and administrative $ 139,578 $ 20,138 $ 119,440
Professional fee 58,906 600 58,306
Compensation and payroll taxes 479,678 114,250 365,428
Total operating expenses
Compensation and payroll taxes increased by
Other Income (Expense)
Six Months Ended
June 30,
2021 2020 Change
Interest expense $ (243,826 ) $ (28,664 ) $ (215,162 )
Change in fair value of derivative
liability 91,348,122 (682,156 ) 92,030,278
Total other income (expense) $ 91,104,296 $ (710,820 ) $ 91,815,116 The increase in other income was primarily due to gain on change in fair value of derivative liability, from an accounting estimate primarily from the conversion feature of one convertible promissory note.
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Liquidity and Capital Resources
June 30, December 31,
2021 2020 Change
Cash $ 265,864 $ 61,572 $ 204,292
Current assets $ 558,906 $ 247,114 $ 311,792
Current liabilities
Liquidity is the ability of a company to generate funds to support asset growth, satisfy disbursement needs, maintain reserve requirements and otherwise operate on an ongoing basis. The Company has insufficient operating revenues so is currently dependent on debt financing and sale of equity to fund operations.
As shown in the accompanying financial statements, the Company has an
accumulated deficit of
As of
Management believes that it will need additional equity or debt financing to be able to implement its business plan. Given the lack of revenue, capital deficiency and negative working capital, there is substantial doubt about the Company's ability to continue as a going concern.
We believe that the successful growth and operation of our business is dependent upon our ability to do the following:
• obtain adequate sources of debt or equity financing to pay unfunded
operating expenses and fund long-term business operations; and
• manage or control working capital requirements by controlling operating
expenses.
Management is attempting to raise additional capital via equity and debt offerings to sustain operations until it can market its services and achieves profitability. The successful outcome of future activities cannot be determined at this time and there are no assurances that, if achieved, the Company will have sufficient funds to execute its intended business plan or generate positive operating results.
Cash Flows
Six Months Ended
June 30,
2021 2020 Change
Cash used in operating activities
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Operating activities
Net cash used in operating activities for the six months ended
Investing activities
During the six months ended
Financing activities
Net cash provided by financing activities for the six months ended
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