Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Feb. 09, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-56333 | |
Entity Registrant Name | MAG MILE CAPITAL, INC. | |
Entity Central Index Key | 0001879293 | |
Entity Tax Identification Number | 87-1614433 | |
Entity Incorporation, State or Country Code | OK | |
Entity Address, Address Line One | 1141 W. Randolph Street | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60607 | |
City Area Code | (312) | |
Local Phone Number | 642-0100 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | MMCP | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 100,055,935 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash | $ 141,970 | $ 374,091 |
Accounts receivable | 338,876 | 202,837 |
Loan receivable | 12,500 | 12,500 |
Prepaid stock compensation | 185,000 | |
Total Current Assets | 1,160,896 | 1,071,978 |
Operating lease right of use asset | 195,510 | |
Property and equipment, net | 22,446 | 41,872 |
Total other assets | 217,956 | 41,872 |
Total Assets | 1,378,852 | 1,113,850 |
Current Liabilities: | ||
Accounts payable and accruals | 32,533 | 42,414 |
Operating lease liability – current portion | 39,184 | |
Total Current Liabilities | 347,426 | 267,770 |
Long Term Liabilities: | ||
Operating lease liability – net of current portion | 156,070 | |
Deferred lease obligation | 2,266 | |
Long Term Liabilities: | 158,336 | |
Total Liabilities | 505,762 | 267,770 |
Stockholders’ Equity (Deficit): | ||
Preferred stock, value | ||
Common stock, $0.00001 par value, 480,000,000 shares authorized; 100,055,935 and 10,133,284 shares issued and outstanding, respectively | 1,000 | 101 |
Additional paid in capital | 3,173,778 | 388,569 |
Accumulated deficit | (2,301,688) | 457,410 |
Total stockholders’ equity | 873,090 | 846,080 |
Total Liabilities and Stockholders’ Equity | 1,378,852 | 1,113,850 |
Series A Preferred Stock [Member] | ||
Stockholders’ Equity (Deficit): | ||
Preferred stock, value | ||
Related Party [Member] | ||
Current Assets: | ||
Due from related parties | 482,550 | 482,550 |
Current Liabilities: | ||
Loan payable – related party | 125,709 | 77,649 |
Nonrelated Party [Member] | ||
Current Liabilities: | ||
Loan payable – related party | $ 150,000 | $ 147,707 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares designated | 20,000,000 | 20,000,000 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 480,000,000 | 480,000,000 |
Common stock, shares issued | 100,055,935 | 10,133,284 |
Common stock, shares outstanding | 100,055,935 | 10,133,284 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares designated | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Commission income | $ 376,800 | $ 1,227,880 | $ 1,491,111 | $ 2,562,037 |
Gross margin | 237,981 | 503,400 | 498,051 | 1,148,845 |
Operating expenses: | ||||
Stock based compensation | 1,582,072 | |||
Professional fees | 41,032 | 27,548 | 570,351 | 57,588 |
Payroll expense | 132,556 | 71,674 | 280,717 | 212,160 |
General and administrative | 144,657 | 110,124 | 815,137 | 306,509 |
Total operating expenses | 318,245 | 209,346 | 3,248,277 | 576,257 |
(Loss) income from operations | (80,264) | 294,054 | (2,750,226) | 572,588 |
Other expense: | ||||
Interest expense | (3,655) | (8,872) | ||
Total other expense | (3,655) | (8,872) | ||
Net (loss) income before income tax | (83,919) | 294,054 | (2,759,098) | 572,588 |
Income tax | ||||
Net (Loss) Income | $ (83,919) | $ 294,054 | $ (2,759,098) | $ 572,588 |
(Loss) income per share, basic | $ 0 | $ 0.03 | $ (0.04) | $ 0.13 |
(Loss) income per share, diluted | $ 0 | $ 0.03 | $ (0.04) | $ 0.13 |
Weighted average shares outstanding, basic | 99,818,544 | 10,133,284 | 70,442,017 | 4,309,108 |
Weighted average shares outstanding, diluted | 104,818,544 | 10,133,284 | 75,442,017 | 4,309,108 |
Nonrelated Party [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Commission expense | $ (103,069) | $ (497,680) | $ (459,310) | $ (917,567) |
Related Party [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Commission expense | $ (35,750) | $ (226,800) | $ (533,750) | $ (495,625) |
Condensed Statements of Changes
Condensed Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Preferred Stock [Member] Series A Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balances at Dec. 31, 2021 | $ 1 | $ 355,373 | $ (280,751) | $ 74,623 | |
Balance, shares at Dec. 31, 2021 | 133,284 | 1,000 | |||
Contributions to capital | 19,520 | 19,520 | |||
Net Income (loss) | 82,042 | 82,042 | |||
Balances at Mar. 31, 2022 | $ 1 | 374,893 | (198,709) | 176,185 | |
Balance, shares at Mar. 31, 2022 | 133,284 | 1,000 | |||
Balances at Dec. 31, 2021 | $ 1 | 355,373 | (280,751) | 74,623 | |
Balance, shares at Dec. 31, 2021 | 133,284 | 1,000 | |||
Net Income (loss) | 572,588 | ||||
Balances at Sep. 30, 2022 | $ 101 | 382,912 | 291,797 | 674,810 | |
Balance, shares at Sep. 30, 2022 | 10,133,284 | ||||
Balances at Mar. 31, 2022 | $ 1 | 374,893 | (198,709) | 176,185 | |
Balance, shares at Mar. 31, 2022 | 133,284 | 1,000 | |||
Contributions to capital | 4,901 | 4,901 | |||
Net Income (loss) | 196,452 | 196,452 | |||
Preferred stock converted to common | $ 100 | (100) | |||
Preferred shares converted to common, shares | 10,000,000 | (1,000) | |||
Balances at Jun. 30, 2022 | $ 101 | 379,694 | (2,257) | 377,538 | |
Balance, shares at Jun. 30, 2022 | 10,133,284 | ||||
Contributions to capital | 3,218 | 3,218 | |||
Net Income (loss) | 294,054 | 294,054 | |||
Balances at Sep. 30, 2022 | $ 101 | 382,912 | 291,797 | 674,810 | |
Balance, shares at Sep. 30, 2022 | 10,133,284 | ||||
Balances at Dec. 31, 2022 | $ 101 | 388,569 | 457,410 | 846,080 | |
Balance, shares at Dec. 31, 2022 | 10,133,284 | ||||
Net Income (loss) | (1,187,507) | (1,187,507) | |||
Stock issued for services | $ 18 | 894,096 | 894,114 | ||
Stock issued for services, shares | 1,788,227 | ||||
Shares issued for reverse acquisition | $ 874 | (45,952) | (45,078) | ||
Shares issued for reverse acquisition, shares | 87,424,424 | ||||
Balances at Mar. 31, 2023 | $ 993 | 1,236,713 | (730,097) | 507,609 | |
Balance, shares at Mar. 31, 2023 | 99,345,935 | ||||
Balances at Dec. 31, 2022 | $ 101 | 388,569 | 457,410 | 846,080 | |
Balance, shares at Dec. 31, 2022 | 10,133,284 | ||||
Net Income (loss) | (2,759,098) | ||||
Balances at Sep. 30, 2023 | $ 1,000 | 3,173,778 | (2,301,688) | 873,090 | |
Balance, shares at Sep. 30, 2023 | 100,055,935 | ||||
Balances at Mar. 31, 2023 | $ 993 | 1,236,713 | (730,097) | 507,609 | |
Balance, shares at Mar. 31, 2023 | 99,345,935 | ||||
Net Income (loss) | (1,487,672) | (1,487,672) | |||
Stock issued for services | $ 1 | 49,999 | 50,000 | ||
Stock issued for services, shares | 100,000 | ||||
Warrant expense | 1,582,072 | 1,582,072 | |||
Balances at Jun. 30, 2023 | $ 994 | 2,868,784 | (2,217,769) | 652,009 | |
Balance, shares at Jun. 30, 2023 | 99,445,935 | ||||
Net Income (loss) | (83,919) | (83,919) | |||
Stock issued for services | $ 6 | 304,994 | 305,000 | ||
Stock issued for services, shares | 610,000 | ||||
Balances at Sep. 30, 2023 | $ 1,000 | $ 3,173,778 | $ (2,301,688) | $ 873,090 | |
Balance, shares at Sep. 30, 2023 | 100,055,935 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash Flows from Operating Activities: | ||
Net (loss) income | $ (2,759,098) | $ 572,588 |
Adjustments to reconcile net (loss) income to net cash used in Operating activities: | ||
Stock based compensation | 1,582,072 | |
Common stock issued for services | 1,064,114 | |
Depreciation expense | 19,425 | |
Operating lease expense | 2,010 | |
Changes in Operating Assets and Liabilities: | ||
Accounts receivable | (136,039) | (131,608) |
Accounts payable and accruals | (7,588) | 18,137 |
Net cash (used) provided by operating activities | (235,104) | 459,117 |
Cash Flows from Financing Activities: | ||
Loan payable – related party | 48,060 | 77,649 |
Distributions to controlling shareholder | (45,077) | (87,490) |
Net cash provided (used) by financing activities | 2,983 | (9,841) |
Net change in cash | (232,121) | 449,276 |
Cash, at beginning of period | 374,091 | 104,707 |
Cash, at end of period | 141,970 | 553,983 |
Supplemental Non-Cash Disclosure: | ||
Cash paid for interest | ||
Cash paid for taxes | ||
Non-cash financing activity: | ||
Establish right of use of asset | 222,344 | |
Common stock issued for prepaid services | $ 185,000 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NOTE 1 – NATURE OF OPERATIONS Mag Mile Capital, Inc. (“Mag Mile”, or the “Company”) is an Oklahoma corporation formed on July 8, 2021. The Company was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On May 11, 2022, G. Reed Petersen Irrevocable Trust (the “Seller”), agreed to sell all 1,000 495,000 10,000,000 98.7 10,000,000 The sale of the Shares to the Purchaser was completed on May 17, 2022. As part of the Stock Purchase Agreement, G. Reed Petersen agreed to resign as the Company’s sole officer and director; and the change of management was completed on June 5, 2022. On June 6, 2022, Henrik Rouf became the Company’s sole officer and director. On March 30, 2023, the Company, entered into a Reorganization Agreement (the “Reorganization Agreement”) with Megamile Capital, Inc. d/b/a Mag Mile Capital f/k/a CSF Capital LLC (“Mag Mile Capital”) under which Mag Mile Capital was merged with and into Myson. At the closing of the Reorganization Agreement, the sole member of the Myson Board of Directors and its officer resigned and Rushi Shah, President and CEO of Mag Mile Capital, assumed the positions of Chairman of the Myson Board of Directors and the title of President and CEO, Secretary and Treasurer of Myson. Under the terms of the Reorganization Agreement, Mag Mile Capital’s shareholders now own 88 87,424,424 The Merger is accounted for as a reverse recapitalization. Mag Mile Capital is deemed the accounting predecessor of the Merger and will be the successor registrant for SEC purposes, meaning that Mag Mile Capital’s financial statements for previous periods will be disclosed in the Company’s future periodic reports filed with the SEC. On May 15, 2023, the Company filed with the Oklahoma Secretary of State an amendment to the Certificate of Incorporation to change the Company’s name to Mag Mile Capital, Inc., that became effective on June 16, 2023. On September 5, 2023, the name change to Mag Mile Capital, Inc. and symbol change to MMCP became effective on OTC Markets. Mag Mile Capital is a full-service commercial real estate mortgage banking firm headquartered in Chicago with offices in the states of New York, Massachusetts, Connecticut, Florida, Texas, Michigan, Colorado and Nevada. Mag Mile Capital is a national platform comprised of capital markets specialists with extensive experience in real estate bridge financing, mezzanine and permanent debt placement and equity arrangements throughout the full capital stack and across all major real estate asset classes nationwide, including hotels, multifamily, office, retail, industrial, healthcare, self-storage and special purpose properties, offering access to structured debt and equity advisory solutions and placement for real estate investors, developers, and entrepreneurs, Mag Mile Capital leverages a wide variety of lending relationships and equity capital connections as a leading national real estate mortgage intermediary. Its personnel have collectively raised over $9 billion in real estate financing during their combined 29 years of experience in this industry. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2023. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2022, and the Form 8-K filed on March 31, 2023. The Company had elected to change its fiscal year end from July 31 to December 31. Use of estimates 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 may differ from those estimates. Cash and Cash Equivalents The Company considers all cash accounts, which are not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less as cash and cash equivalents. The carrying amount of financial instruments included in cash and cash equivalents approximates fair value because of the short maturities for the instruments held. The Company had no Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to ASC 260-10-45, Earnings per Share—Overall—Other Presentation Matters 5,000,000 0 Revenue Recognition The Company follows ASC 606, Revenue from Contracts with Customers Cost of Revenue Cost of revenues includes commission expense paid during the period. Accounts Receivable The Company evaluates the collectability of its trade accounts receivable based on a number of factors. In circumstances where the Company becomes aware of a specific customer’s inability to meet its financial obligations to the Company, a specific reserve for bad debts is estimated and recorded, which reduces the recognized receivable to the estimated amount the Company believes will ultimately be collected. In addition to specific customer identification of potential bad debts, bad debt charges are recorded based on the Company’s historical losses and an overall assessment of past due trade accounts receivable outstanding. Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit losses on Financial Instruments.” The ASU, as amended, requires an entity to measure expected credit losses for financial assets carried at amortized cost based on historical experience, current conditions, and reasonable and supportable forecasts. Among other things, the ASU also amended the impairment model for available for sale securities and addressed purchased financial assets with deterioration. The Company has adopted the ASU for its fiscal year ending December 31, 2023, and has elected to fair value any financial assets held. As of September 30, 2023 and December 31, 2022, there are no assets that are within the scope of ASC 326. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 3 – GOING CONCERN These unaudited financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At September 30 2023, the Company has not yet achieved profitable operations. For the nine months ended September 30, 2023, we had a net loss of $ 2,759,098 1,582,072 235,104 The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. We expect to use the exercise of warrants to meet our needs for growth for more than twelve months from the date of issuance of these financial statements. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4 - PROPERTY AND EQUIPMENT Property and equipment, net consists of the following: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2023 December 31, 2022 Leasehold Improvement $ 32,125 $ 32,125 Computer 11,770 11,770 Equipment 147,409 147,409 Total 191,304 191,304 Less: accumulated depreciation and amortization (168,858 ) (149,432 ) Total property and equipment, net $ 22,446 $ 41,872 Depreciation expense for the nine months ended September 30, 2023, and 2022, was $ 19,425 0 |
LOAN PAYABLE
LOAN PAYABLE | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
LOAN PAYABLE | NOTE 5 – LOAN PAYABLE On May 27, 2020, the Company received a $ 150,000 3.75 thirty years 731 150,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 6 - RELATED PARTY TRANSACTIONS Due from related parties consists of receivables of $ 416,750 416,750 65,800 65,800 During the nine months ended September 30, 2023, Reddington Partners LLC, a majority shareholder, advanced the Company $ 23,256 85,709 62,453 40,000 40,000 The Company has an office lease dated January 1, 2023, with a term of five years 1,625 4,062 3 Per the terms of Mr. Shah’s employment agreement, he received between 50 75 533,750 495,625 35,750 226,800 55 |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
COMMON STOCK | NOTE 7 – COMMON STOCK The Company has authorized 480,000,000 0.00001 Effective February 24, 2022, the Company effectuated a 1 for 10,000 reverse stock split On March 28, 2023, the Company issued 894,113 0.50 447,057 On March 28, 2023, the Company issued another 894,113 0.50 447,057 On June 9, 2023, the Company issued 100,000 0.50 50,000 On July 17, 2023, the Company issued 240,000 0.50 220,000 On August 17, 2023, the Company granted 370,000 0.50 185,000 As the Company’s common stock is not trading and there have been no current sales of common stock for cash management used the price of warrants recently issued ($ 0.50 |
PREFERRED STOCK
PREFERRED STOCK | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 8 – PREFERRED STOCK The Company has authorized 20,000,000 0.00001 Of the authorized preferred stock 1,000 10,000 100,000 On June 8, 2022, the Reddington Partners LLC converted the Series A Preferred Shares into 10,000,000 |
OPERATING LEASE
OPERATING LEASE | 9 Months Ended |
Sep. 30, 2023 | |
Operating Lease | |
OPERATING LEASE | NOTE 9 – OPERATING LEASE The Company has an office lease dated January 1, 2023, with a term of five years 1,625 4,062 3 SCHEDULE OF OPERATING LEASE Balance Sheet Classification September 30, 2023 Asset Operating lease asset Right of use asset $ 195,510 Total lease asset $ 195,510 Liability Operating lease liability – current portion Current operating lease liability $ 39,184 Operating lease liability – noncurrent portion Long-term operating lease liability 156,070 Total lease liability $ 195,254 Lease obligations at September 30, 2023 consisted of the following: SCHEDULE OF LEASE OBLIGATIONS For the year ended December 31: 2023 $ 12,186 2024 49,598 2025 51,720 2026 53,280 2027 54,876 Total payments 221,660 Amount representing interest (26,406 ) Lease obligation, net 195,254 Less current portion (39,184 ) Lease obligation – long term $ 156,070 Lease expense for the nine months ended September 30, 2023, was $ 38,569 |
WARRANTS
WARRANTS | 9 Months Ended |
Sep. 30, 2023 | |
Warrants | |
WARRANTS | NOTE 10 – WARRANTS On April 4, 2023, the Company issued warrants to GK Partners ApS to purchase up to 5,000,000 0.50 December 31, 2024 1,582,072 The assumptions used to determine the fair value of the Warrants as follows: SCHEDULE OF FAIR VALUE OF THE WARRANTS Expected life (years) 1.75 Risk-free interest rate 3.84 % Expected volatility 132.96 % Dividend yield 0 % SCHEDULE OF WARRANT ACTIVITY Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term Intrinsic Value Outstanding, December 31, 2022 — — — - Issued 5,000,000 $ 0.50 1.75 - Cancelled — $ — — - Exercised — $ — — - Outstanding, September 30, 2023 5,000,000 $ 0.50 1.25 $ — |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 - SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were issued and has determined that no material subsequent events exist. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2023. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2022, and the Form 8-K filed on March 31, 2023. The Company had elected to change its fiscal year end from July 31 to December 31. |
Use of estimates | Use of estimates 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 may differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all cash accounts, which are not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less as cash and cash equivalents. The carrying amount of financial instruments included in cash and cash equivalents approximates fair value because of the short maturities for the instruments held. The Company had no |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to ASC 260-10-45, Earnings per Share—Overall—Other Presentation Matters 5,000,000 0 |
Revenue Recognition | Revenue Recognition The Company follows ASC 606, Revenue from Contracts with Customers |
Cost of Revenue | Cost of Revenue Cost of revenues includes commission expense paid during the period. |
Accounts Receivable | Accounts Receivable The Company evaluates the collectability of its trade accounts receivable based on a number of factors. In circumstances where the Company becomes aware of a specific customer’s inability to meet its financial obligations to the Company, a specific reserve for bad debts is estimated and recorded, which reduces the recognized receivable to the estimated amount the Company believes will ultimately be collected. In addition to specific customer identification of potential bad debts, bad debt charges are recorded based on the Company’s historical losses and an overall assessment of past due trade accounts receivable outstanding. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit losses on Financial Instruments.” The ASU, as amended, requires an entity to measure expected credit losses for financial assets carried at amortized cost based on historical experience, current conditions, and reasonable and supportable forecasts. Among other things, the ASU also amended the impairment model for available for sale securities and addressed purchased financial assets with deterioration. The Company has adopted the ASU for its fiscal year ending December 31, 2023, and has elected to fair value any financial assets held. As of September 30, 2023 and December 31, 2022, there are no assets that are within the scope of ASC 326. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment, net consists of the following: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2023 December 31, 2022 Leasehold Improvement $ 32,125 $ 32,125 Computer 11,770 11,770 Equipment 147,409 147,409 Total 191,304 191,304 Less: accumulated depreciation and amortization (168,858 ) (149,432 ) Total property and equipment, net $ 22,446 $ 41,872 |
OPERATING LEASE (Tables)
OPERATING LEASE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Operating Lease | |
SCHEDULE OF OPERATING LEASE | SCHEDULE OF OPERATING LEASE Balance Sheet Classification September 30, 2023 Asset Operating lease asset Right of use asset $ 195,510 Total lease asset $ 195,510 Liability Operating lease liability – current portion Current operating lease liability $ 39,184 Operating lease liability – noncurrent portion Long-term operating lease liability 156,070 Total lease liability $ 195,254 |
SCHEDULE OF LEASE OBLIGATIONS | Lease obligations at September 30, 2023 consisted of the following: SCHEDULE OF LEASE OBLIGATIONS For the year ended December 31: 2023 $ 12,186 2024 49,598 2025 51,720 2026 53,280 2027 54,876 Total payments 221,660 Amount representing interest (26,406 ) Lease obligation, net 195,254 Less current portion (39,184 ) Lease obligation – long term $ 156,070 |
WARRANTS (Tables)
WARRANTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Warrants | |
SCHEDULE OF FAIR VALUE OF THE WARRANTS | The assumptions used to determine the fair value of the Warrants as follows: SCHEDULE OF FAIR VALUE OF THE WARRANTS Expected life (years) 1.75 Risk-free interest rate 3.84 % Expected volatility 132.96 % Dividend yield 0 % |
SCHEDULE OF WARRANT ACTIVITY | SCHEDULE OF WARRANT ACTIVITY Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term Intrinsic Value Outstanding, December 31, 2022 — — — - Issued 5,000,000 $ 0.50 1.75 - Cancelled — $ — — - Exercised — $ — — - Outstanding, September 30, 2023 5,000,000 $ 0.50 1.25 $ — |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 30, 2023 | May 11, 2022 | Mar. 31, 2023 | Jun. 08, 2022 | |
Reddington Partners LLC [Member] | ||||
Ownership percentage | 98.70% | |||
Mag Mile Capital [Member] | ||||
Ownership percentage | 88% | |||
Common Stock [Member] | ||||
Number of preferred shares converted | 10,000,000 | |||
Stock issued during period shares acquisitions | 87,424,424 | |||
Mag Mile Capital [Member] | ||||
Stock issued during period shares acquisitions | 87,424,424 | |||
Stock Purchase Agreement [Member] | ||||
Consideration received on transaction | $ 495,000 | |||
G Reed Petersen Irrevocable Trust [Member] | Series A Preferred Stock [Member] | ||||
Sale of issued and outstanding shares | 1,000 | |||
Reddington Partners LLC [Member] | Common Stock [Member] | ||||
Number of preferred shares converted | 10,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | |||
Cash equivalents | $ 0 | $ 0 | |
Dilutive shares of common stock | 5,000,000 | 0 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||
Net loss | $ 83,919 | $ 1,487,672 | $ 1,187,507 | $ (294,054) | $ (196,452) | $ (82,042) | $ 2,759,098 | $ (572,588) |
Stock based compensation | 1,582,072 | |||||||
Net cash (used) provided by operating activities | $ 235,104 | $ (459,117) |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 191,304 | $ 191,304 |
Less: accumulated depreciation and amortization | (168,858) | (149,432) |
Total property and equipment, net | 22,446 | 41,872 |
Leaseholds and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 32,125 | 32,125 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 11,770 | 11,770 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 147,409 | $ 147,409 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 19,425 |
LOAN PAYABLE (Details Narrative
LOAN PAYABLE (Details Narrative) | May 27, 2020 USD ($) |
Debt Disclosure [Abstract] | |
Debt instrument principal amount | $ 150,000 |
Debt instrument interest percentage | 3.75% |
Debt instrument term | 30 years |
Debt instrument principal and interest | $ 731 |
Debt instrument interest and remaining balance | $ 150,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jan. 01, 2023 ft² | Dec. 31, 2022 USD ($) | |
Related Party Transaction [Line Items] | ||||||
General operating expenses | $ 48,060 | $ 77,649 | ||||
Operating lease term | 5 years | |||||
Area of land | ft² | 1,625 | |||||
Payments for rent | $ 4,062 | |||||
Annual rate adjustment | 3% | 3% | ||||
Mr Shahs [Member] | Employment Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Commissions earned | $ 35,750 | $ 226,800 | $ 533,750 | $ 495,625 | ||
Mr Shahs [Member] | Employment Agreement [Member] | Minimum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue percentage | 50% | 50% | ||||
Commission percentage | 55% | 55% | ||||
Mr Shahs [Member] | Employment Agreement [Member] | Maximum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue percentage | 75% | 75% | ||||
Related Party [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due from related parties | $ 482,550 | $ 482,550 | $ 482,550 | |||
Related Party [Member] | Chief Executive Officer [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due from related parties | 65,800 | 65,800 | 65,800 | |||
Magmile Capital LLC [Member] | Related Party [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due from related parties | 416,750 | 416,750 | 416,750 | |||
Loan payable | 40,000 | 40,000 | 40,000 | |||
Reddington Partners LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
General operating expenses | 23,256 | |||||
Reddington Partners LLC [Member] | Related Party [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advance to related party | $ 85,709 | $ 85,709 | $ 62,453 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 3 Months Ended | ||||||||
Aug. 17, 2023 | Jul. 17, 2023 | Jun. 09, 2023 | Mar. 28, 2023 | Feb. 24, 2022 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Common stock, shares authorized | 480,000,000 | 480,000,000 | |||||||
Common stock, par value | $ 0.00001 | $ 0.00001 | |||||||
Common stock, reserve stock split | 1 for 10,000 reverse stock split | ||||||||
Non cash expense | $ 305,000 | $ 50,000 | $ 894,114 | ||||||
Common Stock One [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Shares issued for services | 894,113 | ||||||||
Share issued price per share | $ 0.50 | ||||||||
Non cash expense | $ 447,057 | ||||||||
Common Stock Two [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Shares issued for services | 894,113 | ||||||||
Share issued price per share | $ 0.50 | ||||||||
Non cash expense | $ 447,057 | ||||||||
Common Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Shares issued for services | 370,000 | 240,000 | 100,000 | 610,000 | 100,000 | 1,788,227 | |||
Share issued price per share | $ 0.50 | $ 0.50 | $ 0.50 | ||||||
Non cash expense | $ 185,000 | $ 220,000 | $ 50,000 | $ 6 | $ 1 | $ 18 |
PREFERRED STOCK (Details Narrat
PREFERRED STOCK (Details Narrative) - $ / shares | 9 Months Ended | |||
Sep. 30, 2023 | Dec. 31, 2022 | Jun. 08, 2022 | May 11, 2022 | |
Class of Stock [Line Items] | ||||
Preferred stock, shares designated | 20,000,000 | 20,000,000 | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 | ||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Number of preferred stock convertible | 10,000,000 | |||
Reddington Partners LLC [Member] | Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Number of preferred stock convertible | 10,000,000 | |||
Series A Convertible Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Preferred stock, shares designated | 1,000 | |||
Number of shares converted into common shares | 10,000 | |||
Voting rights per share | 100,000 |
SCHEDULE OF OPERATING LEASE (De
SCHEDULE OF OPERATING LEASE (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Lease | ||
Operating lease asset | $ 195,510 | |
Total lease asset | 195,510 | |
Operating lease liability – current portion | 39,184 | |
Operating lease liability – noncurrent portion | 156,070 | |
Total lease liability | $ 195,254 |
SCHEDULE OF LEASE OBLIGATIONS (
SCHEDULE OF LEASE OBLIGATIONS (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Lease | ||
2023 | $ 12,186 | |
2024 | 49,598 | |
2025 | 51,720 | |
2026 | 53,280 | |
2027 | 54,876 | |
Total payments | 221,660 | |
Amount representing interest | (26,406) | |
Total lease liability | 195,254 | |
Less current portion | (39,184) | |
Lease obligation – long term | $ 156,070 |
OPERATING LEASE (Details Narrat
OPERATING LEASE (Details Narrative) | 9 Months Ended | |
Sep. 30, 2023 USD ($) | Jan. 01, 2023 ft² | |
Operating Lease | ||
Operating lease term | 5 years | |
Area of land | ft² | 1,625 | |
Payments for rent | $ 4,062 | |
Annual rate adjustment | 3% | |
Operating lease expense | $ 38,569 |
SCHEDULE OF FAIR VALUE OF THE W
SCHEDULE OF FAIR VALUE OF THE WARRANTS (Details) | Sep. 30, 2023 |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected term (in years) | 1 year 9 months |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected dividend yield | 3.84 |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected dividend yield | 132.96 |
Measurement Input, Expected Dividend Payment [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected dividend yield | 0 |
SCHEDULE OF WARRANT ACTIVITY (D
SCHEDULE OF WARRANT ACTIVITY (Details) | 9 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Warrants | |
Number of Warrants, Outstanding, Balance | shares | |
Weighted Average Exercise Price, Outstanding, Balance | $ / shares | |
Aggregate Intrinsic Value, Outstanding | $ | |
Number of Warrants, Granted | shares | 5,000,000 |
Weighted Average Exercise Price, Granted | $ / shares | $ 0.50 |
Weighted Average Remaining Contractual Term (Years), Outstanding | 1 year 9 months |
Number of Warrants, Cancelled/Forfeited | shares | |
Weighted Average Exercise Price, Cancelled/Forfeited | $ / shares | |
Number of Warrants, Exercised | shares | |
Weighted Average Exercise Price, Exercised | $ / shares | |
Number of Warrants, Outstanding, Balance | shares | 5,000,000 |
Weighted Average Exercise Price, Outstanding, Balance | $ / shares | $ 0.50 |
Weighted Average Remaining Contractual Term (Years), Outstanding | 1 year 3 months |
Aggregate Intrinsic Value, Outstanding | $ |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Apr. 04, 2023 | |
Warrants maturity date | Dec. 31, 2024 | |
Fair value of warrants | $ 1,582,072 | |
Warrant [Member] | ||
Warrants price per share | $ 0.50 | |
GK Partners Aps [Member] | Warrant [Member] | ||
Class of warrant or right outstanding | 5,000,000 |