FORWARD-LOOKING STATEMENTS
This Report on Form 10-Q contains forward-looking statements within the meaning
of the "safe harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Reference is made in particular to the description of our plans and
objectives for future operations, assumptions underlying such plans and
objectives, and other forward-looking statements included in this report. Such
statements may be identified by the use of forward-looking terminology such as
"may," "will," "expect," "believe," "estimate," "anticipate," "intend,"
"continue," or similar terms, variations of such terms or the negative of such
terms. Such statements are based on management's current expectations and are
subject to a number of factors and uncertainties, which could cause actual
results to differ materially from those described in the forward-looking
statements. Such statements address future events and conditions concerning,
among others, capital expenditures, earnings, litigation, regulatory matters,
liquidity and capital resources, and accounting matters. Actual results in each
case could differ materially from those anticipated in such statements by reason
of factors such as future economic conditions, changes in consumer demand,
legislative, regulatory and competitive developments in markets in which we
operate, results of litigation, and other circumstances affecting anticipated
revenues and costs, and the risk factors set forth in the financial statements
and related notes included on the Company's Annual Report on Form 10-K filed on
April 15, 2020.
As used in this Form 10-Q, "we," "us," and "our" refer to Team 360 Sports Inc.,
which is also sometimes referred to as the "Company."
General Overview
We were incorporated in Nevada on February 26, 2013, and on April 4, 2016,
amended the Articles of Incorporation to change the name of the company to Team
360 Sports Inc. The Company provides amateur sports clubs, leagues and teams
with easy to use robust digital administration management systems.
The Company has had minimal revenues as the Company has been developing its
technology and platform. The trend in the marketplace is to provide services to
teams versus large organizations such as leagues and clubs. The Company is
planning to move into that marketplace, however there can be no assurances that
it will succeed.
The Company's fiscal year end is December 31.
COVID-19
A novel strain of coronavirus (COVID-19) was first identified in December 2019,
and subsequently declared a global pandemic by the World Health Organization on
March 11, 2020. As a result of the outbreak, many companies have experienced
disruptions in their operations and in markets served. The Company considered
the impact of COVID-19 on the assumptions and estimates used and determined that
there were no material adverse impacts on the Company's results of operations
and financial position as of September 30, 2020. The full extent of the future
impacts of COVID-19 on the Company's plan of operations is uncertain. A
prolonged outbreak could have a material adverse impact on the Company's ability
to identify and/or consummate an acceptable merger or acquisition transaction.
Results of Operations
The following discussion and analysis should be read in conjunction with our
company's unaudited financial statements for the nine months ended September 30,
2020 and 2019 and accompanying notes appended thereto that are included in this
quarterly report.
For the Three Months Ended September 30, 2020 and 2019
Our operating results for the three months ended September 30, 2020 and 2019,
are as follows:
Three Months Ended
September 30,
2020 2019 Changes ($)
Revenues $ 639 $ 639 $ -
Operating expenses $ 135,815 $ 145,937 $ (10,122 )
Interest expense $ 3,825 $ 17,512 $ (13,687 )
Net loss $ 139,001 $ 162,810 $ (23,809 )
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Revenues are related to the Licensing Agreement dated November 1, 2016. The
onetime nonrefundable fee and the set up and training fees are being recognized
over the life of agreement, which terminates on December 1, 2021.
Operating Expenses
For the three months ended September 30, 2020, operating expenses were $125,000
for related party compensation expenses, $2,506 for professional fees, and
$8,309 for office expenses.
For the three months ended September 30, 2019, operating expenses were $112,500
for related party compensation expenses, $27,787 for professional fees, and
$5,650 for office expenses.
Other Expenses
For the three months ended September 30, 2020 and 2019, other expenses were
$3,825 and $5,993 for interest on loans, respectively and $0 and $11,519 for
amortization discount on convertible note, respectively.
For the Nine Months Ended September 30, 2020 and 2019
Our operating results for the nine months ended September 30, 2020 and 2019, are
as follows:
Nine Months Ended
September 30,
2020 2019 Changes ($)
Revenues $ 1,918 $ 1,918 $ -
Operating expenses $ 403,568 $ 386,377 $ 17,191
Interest expense $ 6,892 $ 20,074 $ (13,182 )
Net loss
$ 408,542 $ 404,533 $ 4,009
Revenues is related to Licensing Agreement dated November 1, 2016. The onetime
nonrefundable fee and the set up and training fees are being recognized over the
life of agreement, which terminates on December 1, 2021.
Operating Expenses
For the nine months ended September 30, 2020, operating expenses were $375,000
for related party compensation expenses, $17,736 for professional fees, and
$10,832 for office expenses.
For the nine months ended September 30, 2019, operating expenses were $337,500
for related party compensation expenses, $40,666 for professional fees, and
$8,211 for office expenses.
Other Expenses
For the nine months ended September 30, 2020 and 2019, other expenses were
$6,197 and $8,555 for interest on loans, respectively and $695 and $11,519 for
amortization discount on convertible note, respectively. During the nine months
period ended September 30, 2020, the Company recognized a recovery on interest
expense, to reconcile accrued interest to actual.
Liquidity and Capital Resources
The following table provides selected financial data about our company as of
September 30, 2020 and December 31, 2019, respectively:
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Working Capital
September 30 December 31,
2020 2019
Cash $ 358 $ 214
Current Assets $ 358 $ 214
Current Liabilities $ 534,005 $ 837,819
Working Capital (Deficiency) $ (533,647 ) $ (837,605 )
Cash Flows
Nine Months Ended
September 30,
2020 2019 Changes ($)
Cash Flows used in Operating Activities $ (22,977 ) $ (49,958 ) $ 26,981
Cash Flows provided by Financing Activities $ 23,121 $ 49,958 $ (26,837 )
Net Change in Cash During Period
$ 144 $ - $ 144
As of September 30, 2020, and December 31, 2019, our current assets were $358
and $214, respectively, solely from cash.
As of September 30, 2020, our current liabilities and working capital deficiency
decreased as compared to December 31, 2019, primarily from the forgiveness of
related party debt.
As of September 30, 2020, current liabilities consisted primarily of $350,000 to
liabilities to be settled in stock, $91,240 to convertible notes payable,
$61,878 to loan payable, $10,281 due to related party, $17,622 to accounts
payable and accrued liabilities and $2,984 to deferred revenue.
As of December 31, 2019, our current liabilities consisted primarily of $350,000
to liabilities to be settled in stock, $337,500 to accrued related party
compensation, $90,545 to convertible notes, $38,757 to loan payable, $2,781 due
to related party, $13,334 to accounts payable and accrued liabilities and $4,902
to deferred revenue.
Operating Activities
During the nine months ended September 30, 2020, net cash used in operating
activities was $22,977, compared to $49,958 for the nine months ended September
30, 2019.
The net cash used in operating activities for the nine months ended September
30, 2020 was attributed to a net loss of $408,542, decreased by an accrued
related party compensation of $375,000, amortization of discount on convertible
note of $695 and decreased by a change in accounts payable and accrued
liabilities of $4,288 and due to related party of $7,500, and increased by a
change in deferred revenue of $1,918.
The net cash used in operating activities for the nine months ended September
30, 2019 was attributed to a net loss of $404,533, decreased by an accrued
related party compensation of $337,500, amortization of discount on convertible
note of $11,519, decreased by a change in accounts payable and accrued
liabilities of $7,474 and increased by a deferred revenue of $1,918.
Investing Activities
The Company did not use any funds for investing activities during the nine
months ended September 30, 2020 and 2019.
Financing Activities
During the nine months ended September 30, 2020, net cash provided by financing
activities was $23,121, compared to $49,958 for the nine months ended September
30, 2019, from loans.
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Off-Balance Sheet Arrangements
As of September 30, 2020, the Company had no material off-balance sheet
arrangements.
Critical Accounting Policies and Estimates
The preparation of financial statements and related disclosures in conformity
with U.S. generally accepted accounting principles and the Company's discussion
and analysis of its financial condition and operating results require the
Company's management to make judgments, assumptions and estimates that affect
the amounts reported. Management bases its estimates on historical experience
and on various other assumptions it believes to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities. Actual results may differ from
these estimates, and such differences may be material.
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