Forward Looking Statements
When used in this Form 10-Q and in other filings by the Company with the
Commission, the words or phrases such as "anticipate," "believe," "could,"
"estimate," "expect," "intend," "hope", "may," "plan," "predict," "project,"
"will" or similar expressions are intended to identify "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Readers are cautioned not to place undue reliance on any such forward
looking statements, each of which speak only as of the date made. Such
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially from historical earnings and those presently
anticipated or projected. The Company has no obligation to publicly release the
result of any revisions which may be made to any forward-looking statements to
reflect anticipated or unanticipated events or circumstances occurring after the
date of such statements.
These forward-looking statements involve known and unknown risks, uncertainties
and other factors that may cause actual results to be materially different.
These factors include, but are not limited to, changes that may occur to general
economic and business conditions resulting from changes in political, social and
economic conditions (whether or not related to terrorism, war, pandemic,
weather, environmental or other factors) in the jurisdictions in which we
operate and changes to regulations that pertain to our operations.
The following discussion should be read in conjunction with the unaudited
financial statements and related notes which are included under Item 1.
We do not undertake to update our forward-looking statements or risk factors to
reflect future events or circumstances.
Overview
General
On May 16, 2011, we transferred, through a spin-off to our then wholly owned
subsidiary, Worlds Online Inc. (currently named MariMed Inc.), the majority of
our operations and related operational assets. On January 18, 2022 we entered
into an asset purchase agreement with Thom Kidrin, our CEO, for the IP that was
transferred over to MariMed Inc. Mr. Kidrin received the IP through a settlement
agreement that he reached with MariMed Inc.
We will be focused on monetizing our collection of non-fungible tokens and our
legacy celebrity virtual reality worlds and on expanding our patent portfolio.
Revenues
We generated no revenue during the quarter.
Expenses
We classify our expenses into two broad groups:
• Cost of revenues; and
• Selling, general and administration.
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Liquidity and Capital Resources
We have had to limit our operations since mid-2001 due to a lack of
liquidity. However, we were able to issue equity and convertible debt in the
last few years and raise small amounts of capital from time to time that, prior
to the spinoff, was used to enable us to begin upgrading our technology, develop
new products and actively solicit additional business, o protect, increase and
enforce our patent portfolio and more recently to expand our legacy celebrity
worlds and collection of non-fungible tokens. Although we have been able to
generate funds through our sale of shares of MariMed Inc., we continue to pursue
additional sources of capital though we have no current arrangements with
respect to, or sources of, additional financing at this time and there can be no
assurance that any such financing will become available. If we cannot raise
additional capital, form an alliance of some nature with another entity, raise
more funds through the sale of shares of MariMed Inc., or start to generate
sufficient revenues, we may be unable to purchase additional patents or
otherwise expand operations through acquisition or otherwise.
RESULTS OF OPERATIONS
Our net revenues for each of the three months ended June 30, 2022 and 2021 were
$0. All the operations were transferred over to Worlds Online Inc. in the spin
off and we were unsuccessful in prosecuting our patent infringement.
Accordingly, going forward, the Company's sources of revenue are anticipated to
be from the monetizing our collection of non-fungible tokens and our legacy
celebrity virtual reality worlds. We still need to raise a sufficient amount of
capital to provide the resources required that would enable us to expand our
business.
Three months ended June 30, 2022 compared to three months ended June 30, 2021
Selling general and administrative (SG&A) expenses decreased substantially to
$140,905 for the three months ended June 30, 2022 from $566,137 for the three
months ended June 30, 2021. The decrease of $425,232 is due to a decrease in
legal fees related to the patent litigation.
Salaries and related increased by $1,046 to $51,755 from $50,709 for the three
months ended June 30, 2022 and 2021, respectively. The CEO's salary is based on
the terms of his 2018 employment agreement and he is the Company's only salaried
employee.
For the three months ended June 30, 2022, the Company recorded an option expense
of $15,904, representing the expense associated with the options issued during
the first quarter of 2022. For the three months ended June 30, 2021, there was
$51,692 of option expense.
For the three months ended June 30, 2022 the Company had an interest expense of
$18,919 and for June 30, 2021 the Company had an interest expense of $18,891.
For the three months ended June 30, 2022 the Company had interest income of
$3,539. For the three months ended June 30, 2021 the Company had interest income
of $3,539.
For the three months ended June 30, 2022, the Company had a gain on sale of
marketable securities of $238,767.
For the three months ended June 30, 2021, the Company had a gain on sale of
marketable securities of $433,735. For the three months ended June 30, 2021, the
Company had income from the settlement of litigation in the amount of $315,000.
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As a result of the foregoing, we realized net income of $14,823 for the three
months ended June 30, 2022 compared to net income of $64,817 in the three months
ended June 30, 2021.
Six months ended June 30, 2022 compared to six months ended June 30, 2021
Revenue is $0 for the six months ended June 30, 2022 and 2021. All the
operations were transferred over to Worlds Online Inc. in the spin off. The
business up to the spin off continued to run in a severely diminished mode due
to the lack of liquidity. Post spin off we still need to raise a sufficient
amount of capital to provide the resources required that would enable us to
continue running the business.
Cost of revenues is $0 in the six months ended June 30, 2022 and 2021.
Selling general and administrative (SG&A) expenses decreased by $942,041 from
$1,319,471 to $377,530 for the six months ended June 30, 2021 and 2022,
respectively. The decrease is due to a decrease in legal costs related to the
patent infringement litigation cases.
Salaries and related decreased by $2,416 to $101,649 from $104,065 for the six
months ended June 30, 2022 and 2021, respectively.
For the six months ended June 30, 2022, the Company recorded an option expense
of $821,296, the estimated fair value of the options issued in the first quarter
of 2022. For the six months ended June 30, 2021, the Company recorded $109,874
of option expense.
For the six months ended June 30, 2022, the Company had interest expense of
$37,630. For the six months ended June 30, 2021, the Company had interest
expense of $37,810.
For the six months ended June 30, 2022 the Company had interest income of
$7,039. For the six months ended June 30, 2021 the Company had interest income
of $7,039.
For the six months ended June 30, 2021, the Company recorded a loss on issuance
of shares for services of $8,685.
For the six months ended June 30, 2022, the Company had a gain on sale of
marketable securities of $606,136. For the six months ended June 30, 2021, the
Company had a gain on sale of marketable securities of $864,926.
For the six months ended June 30, 2021, the Company had income from the
settlement of litigation in the amount of $315,000.
As a result of the foregoing, we realized a net loss of $724,930 for the six
months ended June 30, 2022 compared to a net loss of $393,040 in the six months
ended June 30, 2021.
Liquidity and Capital Resources
At June 30, 2022, our cash and cash equivalents were $36,973. The Company raised
funds by selling shares of stock that the Company retained in the spin off
company MariMed Inc. during the six months ended June 30, 2022. The Company
raised $606,136 from selling shares of MariMed Inc. common stock. The Company
used $606,544 in cash to pay for operating expenses during the six months ended
June 30, 2022.
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At June 30, 2021, our cash and cash equivalents were $647,115. The Company
raised funds by selling shares of stock that the Company retained in the spin
off company MariMed Inc. during the six months ended June 30, 2021. The Company
raised $864,926 from selling shares of MariMed Inc. common stock.
The Company used $685,359 in cash to pay for operating expenses during the six
months ended June 30, 2021.
Our primary cash requirements have been used to fund the cost of operations and
lawsuits, and patent enforcement, with additional funds having been used in
connection with the exploration of new business lines.
We hope to raise additional funds to be used for further expansion of our legacy
celebrity worlds and collection of non-fungible tokens. No assurances can be
given that we will be able to raise any additional funds.
© Edgar Online, source Glimpses