ITEM 1. FINANCIAL STATEMENTS
TICKET CORP.
TICKET CORP.
TICKET CORP.
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Ticket Corp. (the Company)(“the Company”) was incorporated under the laws of the State of Nevada on January 17, 2013. The Company was formed to become a provider of tickets, merchandise and social media communications driven primarily through its mobile application technology in the United States and a provider of premium seats and entrance to concerts, sporting events, theatre and entertainment, including corporate and group ticketing, special events and promotions worldwide.
The Company is expanding its offerings into non ticketing product markets. In order to facilitate the changes, the Company is in the process of changing its name from Ticket Corp to Double Down Holdings Inc. This name change will allow us to add different product lines to our company umbrella. The next area the Company will be focusing on is the natural herbal oil and extract market with our product to be sold through the standard channels of distribution for the vertical market.
The Company is in an active and operational stage. Its activities to date include but is not limited to capital formation, organization, application development, beta testing and launch as well as developing relationships with key product merchandisers and have populated the mobile app with available tickets and authentic merchandise to most major live events. The company is in the early stages of collecting revenue but is selling tickets and merchandise on its mobile ticket application.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying unaudited interim financial statements of Ticket Corp. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Form 10-K for the year ended December 31, 20172018 as filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.
Unless the context otherwise requires, all references to “Ticket,”“Ticket” “we,” “us,” “our” or the “company” are to Ticket Corp.
Basic Loss per Share
ASC No. 260, “Earnings per Share”, specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. The Company has adopted the provisions of ASC No. 260.
Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted loss per share is the same as basic loss per share because the consideration of these shares would be anti-dilutive in periods of loss.
If the company issues all shares convertible under the terms of the loans payable to Russell Rheingrover (see Related Party Transactions) the number of shares to be issued to Mr. Rheingrover would be 2,806,5032,893,000 for the principal balance and 586,028727,000 for the accrued interest if it is converted to shares.
Cash Equivalents
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.
Use of Estimates and Assumptions
The preparation of financial statements in conformity with generally accepted accounting principles 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 reporting period. Actual results could differ from those estimates. In accordance with ASC No. 250 all adjustments are normal and recurring.
Income Taxes
Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry-forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
Revenue
In accordance with ASC 606 the Company records revenue based on the following five steps:
| · | Step 1: Identify the contract with a customer |
| · | Step 2: Identify the performance obligations in the contract |
| · | Step 3: Determine the transaction price |
| · | Step 4: Allocate the transaction price to the performance obligations in the contract |
| · | Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation |
The Company recordsadopted ASC 606 as of 1/1/19 utilizing the modified retrospective approach, which had not material impact on the Company’s financial statements given the limited revenue when all goods and services have been performed and delivered, the amounts are readily determinable, and collection is reasonably assured.in comparative periods.
Software Development Costs
The company expenses software development costs in accordance with FASB ASC 985-20-25. All costs incurred to establish the technological feasibility of a computer software product to be sold, leased, or otherwise marketed are research and development costs. Once technological feasibility has been reached, but not before it is released to the public, the cost incurred for software development can be capitalized and amortized after release. The company did not incur any software development costs during the three and nine months ended September 30, 2018.March 31, 2019 or March 31, 2018.
NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS
The Financial Accounting Standards Board (“FASB”) periodically issues new accounting standards in a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements.
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new guidance provides new criteria for recognizing revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The new guidance requires expanded disclosures to provide greater insight into both revenue that has been recognized and revenue that is expected to be recognized in the future from existing contracts. Quantitative and qualitative information will be provided about the significant judgments and changes in those judgments that management made to determine the revenue that is recorded. This accounting standard update, as amended, will be effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. Early adoption is permitted, but no earlier than fiscal 2017.
On June 20, 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 is intended to reduce cost and complexity and to improve financial reporting for share-based payments to nonemployees (for example, service providers, external legal counsel, suppliers, etc.). ASU 2018-07 will be effective for public companies for December 31, 2019 financial statements and for nonpublic entities for December 31, 2020 financial statements. Early adoption is permitted, but no earlier than entity’s adoption date for ASC Topic 606, Revenue from Contracts with Customers.The Company is currently assessing the provisions of the guidance and has not determined the impact of the adoption of this guidance on its consolidated financial statements.
We are an “Emerging Growth Company,” as defined in the Jumpstart our Business Startups Act of 2012, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies. Emerging Growth Companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have elected to avail ourselves to this exemption from new or revised accounting standards, which includes the adoption of ASU 2014-09.standards.
NOTE 4. GOING CONCERN
The accompanying financial statements are presented on a going concern basis. The Company had limited operations during the period from January 17, 2013 (date of inception) through September 30, 2018March 31, 2019 and a deficit of $410,377,$443,248, or $0.009 per share. This condition raises substantial doubt about the Company’s ability to continue as a going concern. Management believes that the Company’s current cash of $5,187,$1,743, anticipated revenues and loans from our director when needed will be sufficient to cover the expenses they will incur during the next twelve months in a limited operations scenario. Management believes that by following through with the Company’s plan of operation for the next 12 months that the revenue will increase to a point to support operations without loans from the director of the Company.
NOTE 5. RELATED PARTY TRANSACTIONS
The sole officer and two directors of the Company may, in the future, become involved in other business opportunities as they become available, they may face a conflict in selecting between the Company and their other business opportunities. The Company has not formulated a policy for the resolution of such conflicts.
As of September 30, 2018, $324,507March 31, 2019, $359,741 is owed to Russell Rheingrover, CEO. $100 of the funds were loaned by him to the Company to open the bank account and is non-interest bearing with no specific repayment terms. $5,375 of the funds were for payment of an outstanding balance to DDC for software development. The accrued interest payable of the Convertible Notes as outlined below was $41,130.$60,523.
$35,000 of the funds are the result of a 10% Convertible Note issued on September 3, 2015. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 3, 2016 or is convertible at the conversion price of $0.05 per common stock share. On September 3, 2018, the terms of the Note were extended to September 2, 2019. The conversion price was considered by management to be a fair price.
$25,000 of the funds are the result of a 10% Convertible Note issued on October 5, 2015. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 5, 2016 or is convertible at the conversion price of $0.05 per common stock share. On October 5, 20172018 the terms of the Note were extended to October 4, 2018.2019. The conversion price was considered by management to be a fair price.
$35,000 of the funds are the result of a 10% Convertible Note issued on April 30, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by April 30, 2017 or is convertible at the conversion price of $0.10 per common stock share. On April 30, 2018, the terms of the Note were extended to April 30, 2019. The conversion price was considered by management to be a fair price.
$20,000 of the funds are the result of a 10% Convertible Note issued on September 8, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 8, 2017 or is convertible at the conversion price of $0.15 per common stock share. On September 8, 2018, the terms of the Note were extended to September 8, 2019. The conversion price was considered by management to be a fair price.
$30,000 of the funds are the result of a 10% Convertible Note issued on October 26, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 26, 2017 or is convertible at the conversion price of $0.15 per common stock share. On October 26, 2017,2018, the terms of the Note were extended to October 26, 2018.2019. The conversion price was considered by management to be a fair price.
$30,000 of the funds are the result of a 10% Convertible Note issued on January 6, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by January 6, 2018 or is convertible at the conversion price of $0.15 per common stock share. On January 6, 2018, the terms of the Note were extended to January 6, 2019. The conversion price was considered by management to be a fair price.
$10,000 of the funds are the result of a 10% Convertible Note issued on July 3, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by July 2, 2018 or is convertible at the conversion price of $0.15 per common stock share. On July 2, 2018, the terms of the Note were extended to July 2, 2019. The conversion price was considered by management to be a fair price.
The conversion price was considered by management to be a fair price.
$5,000 of the funds are the result of a 10% Convertible Note issued on October 3, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 2, 2018 or is convertible at the conversion price of $0.15 per common stock share. On October 3, 2018, the terms of the Note were extended to October 2, 2019. The conversion price was considered by management to be a fair price.
$53,000 of the funds are the result of a 10% Convertible Note issued on March 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by March 29, 2019 or is convertible at the conversion price of $0.15 per common stock share. On March 29, 2019, the terms of the Note were extended to March 29, 2020. The conversion price was considered by management to be a fair price.
$36,876 of the funds are the result of a 10% Convertible Note issued on June 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by June 30, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$3,599 of the funds are the result of a 10% Convertible Note issued on September 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 30, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$4,668 of the funds are the result of a 10% Convertible Note issued on December 22, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by December 21, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$5,600 of the funds are the result of a 10% Convertible Note issued on March 25, 2019. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by March 24, 2020 or is convertible at the conversion price of $0.10 per common stock share. The conversion price was considered by management to be a fair price.
Mr. Rheingrover, who currently owns 69% of our outstanding voting stock, is also the Chief Executive Officer of Jiffy Tickets, a national reseller of concert, theater, sporting and event tickets. He currently devotes approximately 5 hours of his business time to our affairs and the balance to Jiffy Tickets. He owes a fiduciary duty of loyalty to us, but also owes similar fiduciary duties to Jiffy Tickets. Due to his responsibilities to serve both companies, there is potential for conflicts of interest. He will use every effort to avoid material conflicts of interest generated by his responsibilities to both companies, but no assurance can be given that material conflicts will not arise which could be detrimental to our operations and financial prospects.
NOTE 6. STOCK TRANSACTIONS
On January 31, 2013, the Company issued a total of 33,000,000 shares of common stock to its sole officer Russell Rheingrover for cash in the amount of $0.001 per share for a total of $33,000.
The company’s Registration Statement on Form S-1 was declared effective on July 25, 2014. In October 2014 the company sold 15,000,000 shares of common stock to 50 independent shareholders at a price of $0.033 per share for total proceeds of $49,500, pursuant to the Registration Statement.
As of September 30, 2018,March 31, 2019, the Company had 48,000,000 shares of common stock issued and outstanding.
NOTE 7. STOCKHOLDERS’ EQUITY
The stockholders’ equity section of the Company contains the following classes of capital stock as of September 30, 2018:March 31, 2019:
Common stock, $ 0.001 par value: 100,000,000 shares authorized; 48,000,000 shares issued and outstanding.
NOTE 8. PROVISION FOR INCOME TAXES
Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carry-forwards are expected to be available to reduce taxable income. As the achievement of required future taxable income is uncertain, the Company recorded a valuation allowance. As of December 31, 2018, the Company had a net operating loss carry-forward of approximately $429,370. Net operating loss carry-forward, expires twenty years from the date the loss was incurred.
The Company is subject to United States federal and state income taxes at an approximate rate of 21%. The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows:
| | | March 31, 2019 | | | December 31, 2018 | | | December 31, 2017 | |
| | | | | | | | | | |
Accumulated loss before income taxes per financial statements | | $ | 13,877 | | | $ | 55,617 | | | $ | 132,328 | |
Income tax rate | | | 21 | % | | | 21 | % | | | 21 | % |
| Income tax recovery | | | (2,914 | ) | | | (11,680 | ) | | | (27,789 | |
| Permanent differences | | | - | | | | - | | | | - | |
| Temporary differences | | | - | | | | - | | | | - | |
| Valuation allowance change | | | 2,914 | | | | 11,680 | | | | 27,789 | |
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred income taxes arise from temporary differences in the recognition of income and expenses for financials reporting and tax purposes. The significant components of deferred income tax assets and liabilities at December 31, 2018 are as follows:
| | | March 31, 2019 | | | December 31, 2018 | | | December 31, 2017 | |
| | | | | | | | | | |
| Net Operating Loss Carryforward | | $ | 93,052 | | | $ | 90,138 | | | $ | 78,488 | |
| Valuation Allowance | | | (93,052 | ) | | | (90,138 | ) | | | (78,488 | ) |
| Net deferred income tax asset | | $ | - | | | $ | - | | | $ | - | |
The Company has recognized a valuation allowance for the deferred income tax asset since the Company cannot be assured that it is more likely than not that such benefit will be utilized in future years. The valuation allowance is reviewed annually. When circumstances change and which cause a change in management’s judgment about the realizability of deferred income tax assets, the impact of the change on the valuation allowance is generally reflected in current income.
The Tax Cuts and Jobs Act enacted on December 22, 2017, reduced the U.S. federal corporate tax rate from 35% to 21%. The Company has not yet completed its full accounting for the effect of the Act and is therefore providing an estimate of the anticipated effect. The most substantial impact is the reduction of the existing deferred tax benefit by $31,400 as of December 31, 2017 due to the decrease in future tax rates.
NOTE 8.9. SUBSEQUENT EVENTS
The Company evaluated all other events or transactions that occurred after September 30, 2018March 31, 2019 up through date the Company issued these financial statements and found no subsequent event that needed to be reported.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act, and we intend that such forward-looking statements be subject to the safe harbors created thereby. These forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Any such forward-looking statements would be contained principally in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors.” Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities and the effects of regulation. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “hopes,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “will,” “would” or similar expressions.
This report may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act, and we intend that such forward-looking statements be subject to the safe harbors created thereby. These forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Any such forward-looking statements would be contained principally in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors.” Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities and the effects of regulation. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “hopes,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “will,” “would” or similar expressions.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. We discuss many of these risks in greater detail in “Risk Factors.” Given these uncertainties, you should not place undue reliance on these forward-looking statements. Also, forward-looking statements represent our management’s beliefs and assumptions only as of the date of this report. You should read this report and the documents that we reference in this report and have filed as exhibits to the report completely and with the understanding that our actual future results may be materially different from what we expect. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.
Additional information concerning these and other risks and uncertainties is contained in our filings with the Securities and Exchange Commission, including the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2017.2018.
Unless otherwise indicated or the context otherwise requires, all references in this Form 10-Q to “we,” “us,” “our,” “our company,” “Ticket” refer to Ticket Corp.
Business
Ticket Corp. (“the Company”) was incorporated under the laws of the State of Nevada on January 17, 2013. The Company was formed to become a provider of tickets, merchandise and social media communications driven primarily through its mobile application technology in the United States and a provider of premium seats and entrance to concerts, sporting events, theatre and entertainment, including corporate and group ticketing, special events and promotions worldwide.
The Company is expanding its offerings into non ticketing product markets. In order to facilitate the changes, the Company is in the process of changing its name from Ticket Corp to Double Down Holdings Inc. This name change will allow us to add different product lines to our company umbrella. The next area Double Down Holdings Inc. will be focusing on is the natural herbal oil and extract market with our product to be sold through the standard channels of distribution for the vertical market.
The Company is in an active and operational stage. Its activities to date include but is not limited to capital formation, organization, application development, beta testing and launch as well as developing relationships with key product merchandisers and have populated the mobile app with available tickets and authentic merchandise to most major live events. The company is in the early stages of collecting revenue but is selling tickets and merchandise on its mobile ticket application.
Three Months Ended September 30,March 31, 2019 and 2018 and 2017
We generated $0 and $169$51 in revenues for the three months ending September 30,March 31, 2019 and 2018, and 2017, respectively. Our cost of goods sold was $126$81 and $150$157 for the three months ending September 30,March31, 2019 and 2018, and 2017, respectively, resulting in a gross profit (loss) of $(126)$(81) and $18$(106) for the three months ending June 30,March 31, 2019 and 2018, and 2017, respectively. The difference in revenue was due to the demand for tickets of the available shows and sporting events in the Bay area. We incurred operating expenses of $4,160$7,520 and $5,851$3,775 for the three months ended September 30,March 31, 2019 and 2018, and 2017, respectively. These expenses consisted of general operating expenses, including professional fees, incurred in connection with the day to day operation of our business and the preparation and filing of our periodic reports. We recorded interest expense of $10,296$6,276 and $4,266 for the three months ended September 30,March 31, 2019 and 2018, and 2017, respectively, resulting in net losses of $14,456$13,877 and $10,116.
Nine Months Ended June 30, 2018 and 2017
We generated $175 and $11,855 in revenues for the nine months ending September 30, 2018 and 2017, respectively. Our cost of goods sold was $472 and $9,698 for the nine months ending September 30, 2018 and 2017, respectively, resulting in a gross profit (loss) of $(297) and $2,157 for the nine months ending September 30, 2018 and 2017, respectively. The difference in revenue was due to the demand for tickets of the available shows and sporting events in the Bay area. We incurred operating expenses of $23,529 and $43,207 for the nine months ended September 30, 2018 and 2017, respectively. These expenses consisted of general operating expenses, including professional fees, incurred in connection with the day to day operation of our business and the preparation and filing of our periodic reports. The decrease in expenses between 2018 and 2017 was due to a reduction in professional fees. We recorded interest expense of $18,827 and $12,797 for the nine months ended September 30, 2018 and 2017, respectively, resulting in net losses of $42,653 and $53,848.
We received the initial equity funding of $33,000 from our sole officer, Russell Rheingrover, who purchased 33,000,000 shares of our common stock at $0.001 per share.
Our Registration Statement on Form S-1 was declared effective on July 25, 2014. In October 2014, we sold 15,000,000 shares of common stock to 50 independent shareholders at a price of $0.033 per share for total proceeds of $49,500, pursuant to the Registration Statement.
As of September 30, 2018, $324,507March 31, 2019, $359,741 is owed to Russell Rheingrover, CEO. $100 of the funds were loaned by him to the Company to open the bank account and is non-interest bearing with no specific repayment terms. $5,375 of the funds were for payment of an outstanding balance to DDC for software development. The accrued interest payable of the Convertible Notes as outlined below was $41,130.$60,523.
$35,000 of the funds are the result of a 10% Convertible Note issued on September 3, 2015. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 3, 2016 or is convertible at the conversion price of $0.05 per common stock share. On September 3, 2018, the terms of the Note were extended to September 2, 2019. The conversion price was considered by management to be a fair price.
$25,000 of the funds are the result of a 10% Convertible Note issued on October 5, 2015. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 5, 2016 or is convertible at the conversion price of $0.05 per common stock share. On October 5, 20172018 the terms of the Note were extended to October 4, 2018.2019. The conversion price was considered by management to be a fair price.
$35,000 of the funds are the result of a 10% Convertible Note issued on April 30, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by April 30, 2017 or is convertible at the conversion price of $0.10 per common stock share. On April 30, 2018, the terms of the Note were extended to April 30, 2019. The conversion price was considered by management to be a fair price.
$20,000 of the funds are the result of a 10% Convertible Note issued on September 8, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 8, 2017 or is convertible at the conversion price of $0.15 per common stock share. On September 8, 2018, the terms of the Note were extended to September 8, 2019. The conversion price was considered by management to be a fair price.
$30,000 of the funds are the result of a 10% Convertible Note issued on October 26, 2016. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 26, 2017 or is convertible at the conversion price of $0.15 per common stock share. On October 26, 2017,2018, the terms of the Note were extended to October 26, 2018.2019. The conversion price was considered by management to be a fair price.
$30,000 of the funds are the result of a 10% Convertible Note issued on January 6, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by January 6, 2018 or is convertible at the conversion price of $0.15 per common stock share. On January 6, 2018, the terms of the Note were extended to January 6, 2019. The conversion price was considered by management to be a fair price.
$10,000 of the funds are the result of a 10% Convertible Note issued on July 3, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by July 2, 2018 or is convertible at the conversion price of $0.15 per common stock share. On July 2, 2018, the terms of the Note were extended to July 2, 2019. The conversion price was considered by management to be a fair price.
The conversion price was considered by management to be a fair price.
$5,000 of the funds are the result of a 10% Convertible Note issued on October 3, 2017. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by October 2, 2018 or is convertible at the conversion price of $0.15 per common stock share. On October 3, 2018, the terms of the Note were extended to October 2, 2019. The conversion price was considered by management to be a fair price.
$53,000 of the funds are the result of a 10% Convertible Note issued on March 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by March 29, 2019 or is convertible at the conversion price of $0.15 per common stock share. On March 29, 2019, the terms of the Note were extended to March 29, 2020. The conversion price was considered by management to be a fair price.
$36,876 of the funds are the result of a 10% Convertible Note issued on June 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by June 30, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$3,599 of the funds are the result of a 10% Convertible Note issued on September 30, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by September 30, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$4,668 of the funds are the result of a 10% Convertible Note issued on December 22, 2018. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by December 21, 2019 or is convertible at the conversion price of $0.15 per common stock share. The conversion price was considered by management to be a fair price.
$5,600 of the funds are the result of a 10% Convertible Note issued on March 25, 2019. Under the terms of the note the principal sum and interest is to be repaid to Mr. Rheingrover by March 24, 2020 or is convertible at the conversion price of $0.10 per common stock share. The conversion price was considered by management to be a fair price.
As of September 30, 2018,March 31, 2019, our company had no accounts receivable and $8,359$2,750 in accounts payable.
The following table provides selected financial data about our company for the period ended September 30, 2018.March 31, 2019. For detailed financial information, see the financial statements included in this report.
| Balance Sheet Data: | | 9/30/2018 | |
| | | | |
| Cash | | $ | 5,187 | |
| Total assets | | $ | 5,187 | |
| Total liabilities | | $ | 339,094 | |
| Stockholder’s equity | | $ | (333,907 | ) |
| Balance Sheet Data: | | 3/31/2019 | |
| | | | |
| Cash | | $ | 1,743 | |
| Total assets | | $ | 1,743 | |
| Total liabilities | | $ | 362,490 | |
| Stockholder’s equity | | $ | (360,748 | ) |
We are actively working to advance our business plan. We have generated $384,998 in revenue since inception (January 17, 2013) through September 30, 2018.March 31, 2019.
We are an active development stage business. In order to implement our business plan, we have completed the following steps to date:
| 1. | Purchased our domain name www.Ticketcorp.com (which website is expressly not included or incorporated by reference to this filing) in January 2013. |
| 2. | Retained a web designer as of February 2013 who has designed our company logo and website, which is currently an active website. |
| 3. | Built a database extension and electronic file system that allows us to store and search customer records. We intend to use this database to analyze our customer database to make selected recommendations for upcoming events. These were completed in April 2013. |
| 4. | Completed the design of its Mobile Live Event Application for use on iPhone and Android Phone operating systems. This application delivers an electronic ticket to customers’ phones as well as performer videos, news and authentic merchandise. It allows scanners at event sites to scan the customers’ phones and confirm the customers’ valid ticket purchases for event entry without paper tickets. |
| 5. | Developed a feature for selling event merchandise through our Mobile Live Event Application. This allows us to send our customers a text code that allows them to purchase event merchandise without having to stand in line at post event sales booths. |
| 6. | We retained a U/I (user interface) engineer to implement a “native” smart phone interface focused on ease of use and efficient fulfillment. |
| 7. | We have created the product name for our app “Shindig” |
| 8. | We have developed a version of the app which is “skinable” in essence we can create a specific version of our app for an artist or team with the branding of “powered by Shindig. |
| 9. | We completed the user interface in native smart phone format for both iPhones and Android phones |
| 10. | We are in the final pre-launch testing of the application. |
| 11. | We are in the final stages of integrating partnerships with authentic merchandise providers to ensure available merchandise for live events. |
| 12. | We have built a partnership with vendor for providing the application to NCAA soccer teams and have had initial discussions with Premier League Soccer Clubs in the UK. |
| 13. | Joined and attended numerous LIMA (Licensing Industry Merchants Association) events. Signed additional authorized licensed merchandise providers including American Classics |
Plan of Operation| 14. | Implemented a social media marketing program on the launch and announcement of Shindig 2.0 including a promotion for downloading the new version. Developed and launched the (zero cost) $1 CD and download store in the App. Completed testing of Shindig 2.0 and released on the Apple Store and Android Store and Google Play updates included |
| 15. | Finalized technical spec for the B2B product offering separate from App development [event credentialing platform (primary ticketing and web-based, self-serve event creation)] |
| 16. | Continued to develop the live event community through news, blogs giveaways and promotion with targeted advertising. |