UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549
 
FORM 10-Q
 
[X] Quarterly report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2017

2018
 
[_] Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ________________to ________________
 
Commission file number 333-212438
Tech Central, Inc.
(Name of small business issuer in its charter)
  
Wyoming
781246-5642819
(State orother Jurisdictionor other jurisdiction of
Incorporations or Organization) incorporation)
(Primary Standard Industrial333-212438
Classification Code(Commission File Number)
46-5642819
(I.R.S.IRS Employer Identification
Code Number) No.)
 
Tech Central Inc
Abundance Building
43537 Ridge Park Drive
Temecula CA 92590
855-998-4710
(Address and telephone number of registrant's principal executive offices and principal place of business)
134 West Mission
Fallbrook, CA 92028
TechCentralinc.com
702-241-3268
(Previous address and telephone number of registrant's principal executive offices and principal place of business)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yesdays. Yes [X]      No [_]
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [_]
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [_] No [X]
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company.  See the definitions of "large“large accelerated filer," "accelerated filer"” “accelerated filer,” “smaller reporting company,” and "smaller reporting company"“emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer      [_][_]
Accelerated filer      [_][_]
Non-accelerated filer       [_][_]
Smaller reporting company   [X]
(Do not check if a smaller reporting company) 
Emerging growth company [X]company[X] 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐[_]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes [  ]   No [X]
 
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
 
ClassOutstanding at October 30, 2017November 8, 2018
Common Stock, $0.001 par value per share8,836,25022,765,250

TECH CENTRAL, INC.
TABLE OF CONTENTS
INDEX
Page
   
Part I.Financial Information 
   
Item 1.Financial Statements4
   
Item 2.Management'sManagement’s Discussion and Analysis of Financial Condition and Results of Operations1112
   
Item 3.Quantitative and Qualitative Disclosures About Market Risk1415
   
Item 4.Controls and Procedures1415
   
Part II.Other Information15 16
   
Item 1.Legal Proceedings1516
   
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds1516
   
Item 3.Defaults upon Senior Securities1516
   
Item 4.Mine Safety Disclosures1516
   
Item 5.Other Information1516
   
Item 6.Exhibits16
   
Signatures 1617




2



FINANCIAL STATEMENTS
TECH CENTRAL, INC.
TABLE OF CONTENTS
 
Table of Contents to Financial Statements4
Balance SheetSheets as of September 30, 2018 (Unaudited and December 31, 2016 (Audited) and September 30, 2017(Unaudited)  2017(Audited)53
StatementStatements of Operations for the Threethree and Ninenine months endingPeriods Ended September 30, 2018 and September 30, 2017 and 2016 (Unaudited)64
Statements of Cash Flows for the Nine Monthnine months Periods Ended September 30, 2018 and September 30, 2017 and 2016 (Unaudited)75
Notes to the Financial Statements87 - 11 


3

TECH CENTRAL, INC.
BALANCE SHEETS
September 30, 2018 and December 31, 2017

      
 
September 30,
2017
  
December 31,
2016
  
September 30,
2018
(Unaudited)
  
December 31, 2017
(Audited)
 
 
(Unaudited)
  (Audited)       
Assets            
      
Current Assets            
Cash $7,046  $41,592  $156  $5,616 
Accounts receivable  23,500   52,500 
Accounts Receivable, net  26,250   10,500 
Total Current Assets  30,546   94,092   26,406   16,116 
                
Other Assets                
Film Equipment (net)  13,590   17,022 
Film Equipment, net  9,014   12,446 
Script, net  49,167   - 
Total Other Assets  13,590   17,022   58,181   12,446 
                
Total Assets $44,136  $111,114  $84,587  $28,562 
                
Liabilities And Stockholders' Equity (Deficit)                
                
Current Liabilities                
Accounts payable $-  $1,359  $8,050  $2,600 
Income Tax  -   7,341 
Accounts Payable Related Party  -   - 
Total Current Liabilities  -   8,700   8,050   2,600 
                
Total Liabilities  -   8,700   8,050   2,600 
                
Commitments & Contingencies  -   -   -   - 
                
Stockholders' Equity (Deficit)                
                
Common stock $0.001 par value 75,000,000 shares authorized 8,836,250 shares issued and outstanding at September 30, 2017 and December 31, 2016  8,837   8,837 
Common stock $0.001 par value 75,000,000 shares authorized 21,265,250 shares issued and outstanding at September 30, 2018, and 8,836,250 shares issued and outstanding at December 31, 2017  21,266   8,837 
Paid in Capital  51,988   51,988   661,009   51,988 
Retained Earnings (Deficit)  (16,689)  41,589 
Accumulated Deficit  (605,738)  (34,863)
Total Stockholders' Equity (Deficit)  44,136   102,414   76,537   25,962 
                
Total Liabilities and                
Stockholders' Equity (Deficit) $44,136  $111,114  $84,587  $28,562 
                
        
See accompanying notes to financial statements.
4

TECH CENTRAL, INC.
Statements of Operations
September 30, 20172018 and September 30 20162017
Unaudited
 
Three Months Ended
September 30, 2017
  
Three Months Ended
September 30, 2016
  
Nine Months Ended
September 30, 2017
  
Nine Months Ended
September30, 2016
 
 (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited)  
Three Months Ended
September 30, 2018
  
Three Months Ended
September 30, 2017
  
Nine Months Ended
September 30, 2018
  
Nine Months Ended
September 30, 2017
 
Revenue                        
Sales $3,750  $12,692  $29,250  $39,392  $14,250  $3,750  $38,950  $29,250 
Total Revenue  3,750   12,692   29,250   39,392   14,250   3,750   38,950   29,250 
                                
                                
Cost of Goods Sold  -   -   -   -   -   -   -   - 
                                
Gross Profit  3,750   12,692   29,250   39,392   14,250   3,750   38,950   29,250 
                                
Operating Expenses                                
Depreciation and amortization  1,144   1,144   3,432   3,432   1,977   1,144   4,265   3,432 
Computer and InternetExpense   129   -   978   867 
Computer and Internet  -   129   -   978 
Production Expense  132   -   29,110   -   -   132   -   29,110 
Marketing Expense  614   21,660   3,812   22,470 
Set Building Expense  188   -   188   - 
Consulting Fees  25,000   -   32,500   -   565,000   25,000   576,000   32,500 
Professional Fees  3,747   7,500   17,125   12,800   9,732   3,747   23,866   17,125 
Marketing Expense & Advertising  -   614   599   3,812 
Rent Expense  240   -   615   -   205   
240
   455   615 
Travel  -   83   -   83 
General & Administrative  1,848   7,235   7,297   7,959   2,472   1,848   4,452   7,297 
                                
Total Expenses  32,854   37,622   94,869   47,611   579,574   32,854   609,825   94,869 
                                
Net Operating Income/Loss $(29,104) $(24,930) $(65,619) $(8,219)  (565,324)  (29,104)  (570,875)  (65,619)
                                
Other Income (Expense)                
Other Income/Expense                
Income taxes  1,864   3,568   7,341   1,061   -   1,864   -   7,341 
Total other income/Expense  1,864   3,568   7,341   1,061   -   1,864   -   7,341 
                                
Net Income $(27,240) $(21,362) $(58,278) $(7,158) $(565,324) $(27,240) $(570,875) $(58,278)
                                
Basic and Diluted Loss Per Common Share $0.00  $0.00  $0.01  $0.00  $(0.03) $(0.00) $(0.05) $(0.01)
                                
Weighted Average Shares Basic & Diluted Outstanding  8,836,250   8,836,250   8,836,250   8,836,250 
Weighted Average Shares Outstanding Basic & Diluted
  19,820,519   8,836,250   12,537,909   8,836,250 
                                
See accompanying notes to financial statements.
5

TECH CENTRAL, INC.
Statements of Cash Flows
September 30, 20172018 and September 30, 20162017

  September 30,  September 30, 
  
2018
(Unaudited)
  
2017
(Unaudited)
 
Cash Flows from Operating Activities      
Net Income (loss) $(570,875) $(58,278)
         
Adjustments to Reconcile Net Loss To Net Cash Provided by (Used In) Operating Activities:        
Change in Accounts receivable  (15,750)  29,000 
Change in Accounts payable  5,450   (1,359)
Stock Based Compensation  580,000   - 
Change in Income Tax Payable  -   (7,341)
Depreciation and amortization   4,265   3,432 
Net Cash Provided by (used in) Operating Activities  3,090   (34,546)
         
Investing Activities        
              Script  (8,550)  - 
Net Cash Provided (used in) Investing Activities  (8,550)  - 
         
         
Increase (Decrease) in Cash  (5,460)  (34,546)
         
         
Cash at Beginning of Period  5,616   41,592 
         
Cash at End of Period $156  $7,046 
 Supplemental Cash Flow information
        
Cash paid for Interest $—  $— 
         
Cash paid for income taxes $—  $— 
 Supplemental Disclosure of Non-Cash Investing and Financing Activities:
 
  
Nine Months Ended
September 30,
  
Nine Months Ended
September 30,
 
  
2017
(Unaudited)
  
2016
(Unaudited)
 
Cash Flows from Operating Activities      
Net Income (loss) $(58,278) $(7,158)
         
Adjustments to Reconcile Net Loss To Net Cash Provided by (Used In) Operating Activities:        
 Changes in accounts receivable $29,000  $- 
 Changes in accounts payable  (1,359)  - 
 Changes in income tax payable  (7,341)  (1,061)
 Film equipment depreciation expense  3,432   3,432 
Net Cash Provided by (Used In) Operating Activities  (34,546)  (4,787)
         
Cash Flows From Investing Activities        
Net Cash Provided by Investing Activities  -   - 
         
Cash Flows from Financing Activities        
Net Cash Provided by Financing Activities  -   - 
         
Increase (Decrease) in Cash  (34,546)  (4,787)
         
Cash at Beginning of Period  41,592   74,799 
         
Cash at End of Period $7,046  $70,012 
       — 
Cash paid for Interest $—  $  
       — 
Cash paid for income taxes $—  $— 
Issuance of stock for services $580,000  $- 
Issuance of stock for asset $41,450  $- 

See accompanying notes to financial statements.
6

TECH CENTRAL, INC.
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
 (Unaudited)FOR THE PERIOD ENDING SEPTEMBER 30, 2018
 
Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows.

BUSINESS AND BASIS OF PRESENTATION
Tech Central, Inc. ("TCI"TC") was incorporated under the laws of the State of Wyoming on April 30,28, 2014.
TCITC was formed as a Media Company engaging in online video and photography content development and distribution; and website and mobile app technology integration design and development.

BASIS OF PRESENTATION
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as offor September 30, 2018 and December 31, 2017 and for the three and nine months ending September 30, 2018 and 2017.

ESTIMATES
The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts. Accordingly, actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS
The Company maintains a cash balance in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of September 30, 20172018 and December 31, 2016.2017.

PROPERTY AND EQUIPMENT
The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight linestraight-line method over the estimated useful lives of the assets ranging from three to five years.

INVENTORY
 
Inventory is recorded at lower of cost or market; cost is computed on a first-in first-out basis.  The company had no inventory as of September 30, 2018 and December 31, 2017.
 

7
ACCOUNTS RECEIVABLE AND REVENUE
Trade receivablesRevenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606, which we are carried at original invoice amount.adopting early, we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from salesa sale or licensing arrangement of a film when we have transferred control of the licensing right to our customer; We recognize revenue from commercial video services rendered when we have transferred control of the following four criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable, and collectability is reasonably assured.commercial video work completed to our customer. Receivables past due for more than 120 days are considered delinquent. Management determines uncollectible accounts by regularly evaluating individual customer receivables and considering a customer's financial condition, credit history, and current economic conditions and by using historical experience applied to an aging of accounts. Recoveries of trade receivables previously written off are recorded when received.  Currently we have a receivable forThe September 30, 2018 and December 31, 2017 allowance was determined to be $20,000 which is 12 months old which we believe will be paid in the next quarter.
 
 
7

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS
We have adopted Accounting Standards Codification regarding Disclosure About Derivative Financial Instruments and Fair Value of Financial Instruments. The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.

FEDERAL INCOME TAXES
Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits 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, and for tax loss and 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. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.

REVENUE RECOGNITION
The Company recognizes revenue in accordance with Accounting Standards Codification No. 605, "Revenue Recognition" ("ASC-605"),ASC-605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.
NET INCOME PER SHARE OF COMMON STOCK
We have adopted Accounting Standards Codification  (ASC 260) regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. We do not have a complex capital structure requiring the computation of diluted earnings per share.

IMPAIRMENT OF LONG-LIVED ASSETS
The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives at each balance sheet date. The Company records an impairment or change in useful life whenever events or changes in circumstances indicate that the carrying amount may not be recoverable or the useful life has changed.
 
8

STOCK BASED COMPENSATION
The Company recognizes stock-based compensation in accordance with ASC Topic 718 "Stock Compensation", which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, we have adopted ASC Topic 505 "Equity-Based Payments to Non-Employees", which requires stock-based compensation related to non-employees to be accounted for based on the fair value of the related stock or options or the fair value of the services on the grant date, whichever is more readily determinable in accordance with ASC Topic 718.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
As of September 30, 2018, and December 31, 2017, the Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial condition or results of operations.
8

Note 2 - Uncertainty, going concern:concern

The Company's financial statements are 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 not yet established an ongoing source of revenues sufficient to cover its operating costs to allow it to continue as a going concern. As of September 30, 2018, the Company had accumulated deficit of $605,738. As of December 31, 2017, the Company had retained earningsaccumulated deficit of $(16,689)$34,863. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations, which raises substantial doubt about the Company’scompany’s ability to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. The Company is contemplating conducting an offering of its debt or equity securities to obtain additional operating capital. The Company is dependent upon its ability, and will continue to attempt, to secure equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern.

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. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts orfor amounts and classification of liabilities that might result from this uncertainty.
 

9
Note 3- Equipment and Other Assets

Equipment September 30, 2017  December 31, 2016   
September 30,
2018
  December 31, 2017 
Equipment $22,884  $22,884 
Film Equipment $22,884  $22,884 
Accumulated Depreciation  (9,294)  (5,862)  (13,870)  (10,438)
Net Equipment $13,590  $17,022  $9,014  $12,446 
        

The Company purchased film equipment for $22,884, which is comprised of video, lighting and editing equipment. The depreciation expense for quarter ended September30,September 30, 2018 was $3,432 and for September 30, 2017, $3,432

Script 
September 30,
2018
  December 31, 2017 
Script Acquisition $50,000  $- 
Accumulated Amortization  (833)  - 
Net Equipment $49,167  $- 
The Company acquired a film script on August 20, 2018 for $50,000 which was paid for with 829,000 shares of stock valued at $.05.  The amortization expense for September 30, 2018 was $833 and for September 30, 2017 was $1,144 and for quarter ended September 30, 2016 was $1,144.$0.

Note-4Note-4 - Commitments and Contingencies

We have an employment agreement with our President Joe Lewis whereby he has agreed to take a salary when he has determined the Company has enough capital to pay a salary. At the quarter ended June 30, 2018 Joe Lewis had a payable of $10,000 for his services. On July 2, 2018 he was issued 10,000,000 shares of stock, of which $10,000 went to reduce the accrued payable. No salary was paid in the quarter ended2017. At September 30, 2017. We do not anticipate beginning to pay salaries until we have adequate funds to do so. There are no stock option plans, retirement, pension, or profit sharing plans for the benefit of our officer2018 and director. At September 30, 2017 there was no accrual of salaries.

Note 5 - Related Party Transactions

9On July 3, 2018, Joe Lewis, CEO was issued 10,000,000 shares of restricted common stock for his services.
 

 
10
Note 5–6 – Common Stock

There were noshare issuances during the year ended 2016 orOn July 3, 2018, Joe Lewis, CEO was issued 10,000,000 shares of restricted common at $.05 per shares for thehis services rendered for a total of $500,000.

On July 25, 2018 one million (1,000,000) shares of stock valued at $.05 per share for a total of $50,000 was paid for services to Rising Phoenix International for services rendered.

On August 2, 2018 one hundred thousand (100,000) shares of stock valued at $.05 per share for a total of $5,000 was paid to Darlene Riede for services rendered.

On August 16, 2018 five hundred thousand (500,000) shares of stock valued at $.05 per share for a total of $25,000 was paid for services to MCR Enterprises LLC for services rendered.

On August 20, 2018 eight hundred and twenty nine months ended September 30, 2017. thousand (829,000) shares of stock valued at $.05 per share for a total of $41,450 was paid for a film script to Tala Media Corp.

At the year ended December 31, 2016 and at the quarter ended September 30, 20172018 the Company had 8,836,25021,265,250 shares issued.issued and outstanding. There were no common stock issuances during 2017.

Note 67 – Subsequent Events

Management has reviewed events between September 30, 20172018 to October 31, 2017, the date that the financials were available to be issued, and there were no significant events identified for disclosure.disclosure except as identified below.

On October 31, 2018 777 Capital invested $30,000 through the company’s Reg D private offering for 1,500,000 shares of restricted common stock valued at $.05 per share.
 
 

 
1011

ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements


This "Management's Discussion and Analysis of Financial Condition and Results of Operations" (MD&A) is intended to provide an understanding of our financial condition, change in financial condition, cash flow, liquidity and results of operations. The following MD&A discussion should be read in conjunction with the financial statements and notes to those statements that appear elsewhere in this Form 10-Q and in the Company's Annual Report on Form 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could differ materially from those discussed or referred to in the forward-looking statements. Factors that could cause or contribute to any differences include, but are not limited to, those discussed under the caption "Forward-Looking Information and Factors That May Affect Future Results" and under Part I, Item 1A, of the Company's Annual Report on Form 10-K under the heading "Risk Factors."


GENERAL
 
We were incorporated in Wyoming on April 28, 2014 and we have elected, for the purpose of filing our Registration Statement with the SEC and preparing our audit, December 31 as our fiscal year end.
 
We are a full-service multi-media Company with a multi operational approach focusing on Online video and photography content development and distribution and Website and mobile app technology integration design and development. Websites are a unique mix of textual content, photos, sometimes video and often times apps, which are designed as plug-ins to websites or for mobile devices, aiding in the conveyance of a website's message whether it be business related or personal. We offer products and solutions to help our customers stand out in the ever-changing internet environment. We have been, initially, capitalized through the acquisition of Assets from our founding shareholder, cash flows from multi mediamulti-media operations and the proceeds from a Private Placement offering.
 
For the quarterthree months ended September 30, 2018 we had gross revenues of $14,250 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $579,574 and a net loss of $565,324 compared to the nine months ended September 30, 2018 in which we had gross revenues of $38,950 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $609,825 and a net loss of $570,875.

For the three months ended September 30, 2017 we had gross revenues of $3,750 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $32,854 and a net loss of $29,104. For$27,204 compared to the quarternine months ended September 30, 20162017in which we had gross revenues of $12,692$29,500 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $37,622$65,619 and a net loss of $24,930.$58,278.

Our plans are to continue to market our multi-media services focusing on the integration of video with web site designanddesign and to seek other media technologies to integratecontinue with the development of our current business.aerial footage for California coastal areas. We may also seek equity financing in the future for the technology acquisitions or other media related campaigns.California coastal project. At this time, we have no arrangements for any funding source.

In addition, we are seeking potential acquisitions that fit within our business model. At this time, we have not entered into any agreements with any entities.

 
1112


Significant Accounting Policies and Estimates
 
Management's Discussion and Analysis of Financial Condition and Results of Operations discusses the Company's financial statements which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experiences and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Revenue Recognition
 
Revenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606 we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from a sale or licensing arrangement of a film when allwe have transferred control of the following conditions are met: non-refundable payment for film rights per a contract, or; persuasive evidence of a sale or licensing arrangement with a customer exists; the film is complete and, in accordance with the terms of the arrangement, has been delivered or is available for immediate and unconditional delivery; the license period of the arrangement has begun and the customer can begin its exploitation, exhibition, or sale; the arrangement fee is fixed or determinable; and collection of the arrangement fee is reasonably assured.right to our customer; We recognize revenue from commercial video services rendered when we have transferred control of the following four criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable, and collectability is reasonably assured upon invoicing for work.commercial video work completed to our customer.
 
Use of Estimates
 
The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires us to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Results of Operations
 
For the Three and Nine MonthMonths Ended September30, 2017September 30, 2018 Compared To theThreeto the Three and Nine Months Ended September30, 2016September 30, 2017 
Revenue
For the three months period ended September 30, 2018, we had gross revenues of $14,250, and total expenses of $579,574 consisting of professional fees of $9,732 which were attributable to expenses relating to our SEC filings and accounting costs, depreciation and amortization of $1,977, computer and internet expense of $0, consulting fees of $565,000, set expense of $188 rent expense of $205 and general & administrative fees of $2,472 resulting in a loss of $565,324.
 
13
For the three month period ended September 30, 2017, we had grossrecognized revenues of $3,750, which were derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $32,854 consisting of professional fees of $3,747 which were attributable to expenses relating to our SEC filings and accounting costs, depreciation of $1,144, consulting fees of $25,000, marketing credit of $0, Production Audio Video Expense of $746, computer and internet expense of $129, consulting fees of $25,000 (which we paid to a consulting company to aid in the possible acquisition of additional media related technology), Production Audio Video Expense $746, Rentrent expense of $240, and general & administrative fees of $1,848.$1,848 and a credit to income tax expense$1,864, resulting in a loss of $27,240.

For the threenine month period ended September 30, 2016,2018, we recognizedhad gross revenues of $12,692,$38,950, which were derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $37,622consisting$609,825 consisting of Production Audio Video Expense of  $188, professional fees of $7,500$23,866 which were attributable to expenses relating to our SEC filings and accounting costs, depreciation and amortization of $1,144, marketing expense of $21,660,$4,265, computer and internet expense of $0, marketing expense of $599 consulting fees of $576,000, rent expense of $455 and general & administrative fees of $7,318.$4,452, resulting in a loss of $570,875.

For the nine month period ended September 30, 2017, we had grossrecognized revenues of $29,250,$29,500, which were derived primarily from commercial video work and digital video and photo integration into website design, and total expenses  of $94,869 consisting of professional fees of $17,125 which were attributable to expenses relating to our SEC filings and accounting costs, depreciation of $3,432, consulting fees of $32,500, marketing expense of $3,812, Production Audio Video Expense of $29,110, computer and internet expense of $978, marketingrent expense of $2,000consulting fees of $32,500, Production Audio Video Expense $30,922, Rent expense of $615 and general & administrative fees of $7,297.$7,297 and a credit to income tax expense$7,341 resulting in a loss of $58,278.

For the ninemonth period ended September 30, 2016, we recognized revenues of $39,392, which were derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $47,611consisting of professional fees of $12,800 which were attributable to expenses relating to our SEC filings and accounting costs, depreciation of $3,432, marketing expense of $22,470, computer and internet expense of $867, travel expense of $83 and general & administrative fees of $7,959.
12

Liquidity and Capital Resources

For The Nine Months Endedthe nine months ended September 30, 2017 Compared To The Year Ended December 31, 2016
As at2018 compared to the nine months ended September 30, 2017, the Company had cash on hand of $7,046, total assets of $44,136, total liabilities of $0 and stockholders' equity of $44,136.2017.

As at December 31, 2016, the Company had cash on hand of $41,592, total assets of $111,114, total liabilities of $8,700 and stockholders' equity of $102,414.
The change in shareholders' equity inat the nine monthsquarter ended September 30, 20172018 was largely attributable to operating losses incurred in the period.
Operating Activitiesperiod and the issuances of stock for services rendered in the amount of $580,000 and the acquisition of a film script for $50,000 as compared to the year ended December 31, 2017 which was largely attributable to operating losses incurred in the period

During the nine monthsquarter ended September 30, 2018 we had net cash provided in operating activities of $3,090 compared to quarter ended September 30, 2017, where we used $(34,546) cash in operating activities compared to $(4,787) used in cash from operating activities, during the nine months September 30, 2016.
Investing Activities.

For the nine monthsquarters ended September 30, 20172018 we used $8,550 in investing activities and September 30, 20162017 we did not use any funds in investing activities. 
Financing Activities

DuringFor the nine monthsquarter ended September 30, 2017 2018 we neither generated nor used any funds in financing activities.
and for the quarter ended September 30, 2016,2017 we neither generated nor used any funds in financing activities.

The company has insufficient cash resources available to fund its primary operations. If we do not receive any additional revenue or receive additional funding we would not have the ability to implement our business plan. The Company has no agreements in place with its shareholders, officer and director or with any third parties to fund operations. The Company has not negotiated nor has available to it any other third party sources of liquidity.

The Company has no, current, off balance sheet arrangements and does not anticipate entering into any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition.
1314

Related parties
There were no related party transactions in the ninemonths ended September 30, 2017 and 2016.

Plan of Operation

Our plans are to continue to market our multi-media services focusing on the integration of video with web site design and to continue with the development of our aerial footage for California coastal areas. We are also actively seeking other media technologies to integrate with our current business. We may also seek equity financing in the future for the technology acquisitions or other media related campaigns. At this time we have no arrangements for any funding source.We may also seek equity financing in the future for the California coastal project. At this time, we have no arrangements for any funding source. In addition, we are seeking potential acquisitions that fit within our business model. At this time, we have not entered into any agreements with any entities.

Marketing and Sales efforts:

Our marketing efforts will primarily be related to marketing our multimedia services and upon completion, the marketing and sales of our California Coast video project.

We plan on optimizing Search Engine Optimization ("SEO") work and internet marketing, and subsequently believe sales will be initially supported through our website. We also plan on engaging a call center for developing interest in our products within the next fiscal year. Successful implementation of our business strategy depends on factors specific to the further development of our products, regulations regarding equities trading, additional financing through equity or debt sources and numerous other factors that may be beyond our control. Adverse changes in the following factors could undermine our business strategy and have a material adverse effect on our business, financial condition, and results of operations and cash flow:

·the ability to anticipate changes in consumer preferences and to meet customers' needs for trading products in a timely cost effective manner; and
-  The ability to anticipate changes in consumer preferences and to meet customers' needs for trading products in a timely cost effective manner; and;
·the ability to establish, maintain and eventually grow market share in a competitive environment

-  The ability to establish, maintain and eventually grow market share in a competitive environment.

Income Taxes

We had taxes payable of $0 at the quarter endended September 30, 20172018 as compared to taxes payable of
$7,341 $0 at the year ended December 31, 2016.2017.

Item 3. Quantitative and Qualitative Disclosures about Market Risk
As a "smaller“smaller reporting company"company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.
 
Item 4. Controls and Procedures
   
Evaluation of Disclosure Controls and Procedures
 
Our chiefAn evaluation was performed under the supervision of our management, including our Chief Executive Officer (principal executive officerofficer) and chiefChief Financial Officer (principal financial officer are responsible for establishing and maintainingaccounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Disclosureprocedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report. Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that, as of September 30, 2018, our disclosure controls and procedures means controls and other procedures that are designedwere not effective to ensure that information we are required to disclose in the reports that we file or submit under the Securities Exchange Act of 1933 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission'sSEC's rules and forms anddue to ensure that information required to be disclosed by usmaterial weaknesses in those reports is accumulated and communicated toour internal controls as described in the our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our chief executive officer and chief financial officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1933) as of June 30, 2017.  Based on that evaluation, our chief executive officer and chief financial officer have concluded that, as of the evaluation date, such controls and procedures were not effective.December 31, 2017 annual report.
 
Changes in internal controlsInternal Control Over Financial Reporting.
 
There wereWe have made no changeschange in our internal controlscontrol over financial reporting that occurred during the last fiscal quarter ended September30, 2017 that havehas materially affected, or areis reasonably likely to materially affect, our internal control over financial reporting.
 
 
1415
PART II - OTHER INFORMATION
Item 1. Legal Proceedings

The Company was not subject to any legal proceedings during the nine monthmonths period ended September 30, 20172018 or 20162017 and to the best of our knowledge and belief no proceedings are currently threatened or pending.
 
Item 1A. Risk Factors
 
As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.
 
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 
NoDuring the nine months ended September 30 2018, 12,429,000 unregistered equity securities were issued soldand no unregistered equity securities were issued during the threenine months ended September 30, 2017. 

Subsequent to the quarter ended September 30, 2018 on October 31, 2018, 777 Capital invested $30,000 through the company’s Reg D private offering for 1,500,000 shares of restricted common stock valued at $.05 per share.

Item 3. Defaults upon Senior Securities
 
No senior securities were issued and outstanding during the three months and nine months ended September 30, 20172018 and 2016.2017.
 
Item 4. Mining Safety Disclosures
 
Not applicable to our Company.
 
Item 5. Other Information
 
None.
15


ITEM 6. EXHIBITS
 
Number         Exhibit
31.1**
Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with section 302 of the Sarbanes-Oxley Act of 2002.
32.1**
Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
101**Interactive Data files
** Filed Herewith
16


SIGNATURES




Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized


 

 Dated: October 31, 2017November 8, 2018TECH CENTRAL, INC.
   
 By:/s/ Joe Lewis
  Joe Lewis,
  Chief Executive Officer
 



1617