Overview

Our principal business focus has been seeking to exploit a patent and obtain and exploit future patents for the Smart Shin Guard. We also have development stage businesses for IoTT, an internet technology business, and InSSIDe World, an early stage development company seeking new business opportunities, and GHST Art. We have generated nominal revenue and need substantial additional financing to market our services.

Plan of Operation

Smart Shin Guard

In June 2020, we obtained the intellectual property rights to the Smart Shin Guard and began efforts to implement our new business model of developing and marketing advanced wearable sports tracking and analysis devices, with an initial focus on soccer. We have obtained patents for our product in the U.S., Europe, and Hong Kong. While we believe we have sufficient capital to fund our initial operations, we anticipate we will need additional funding to expand our operations and market and sell our product.

We are currently seeking to complete the development of our product, which process has been prolonged due to our limited capital and human resources. Following our product development efforts, we intend to focus on manufacturing the product and establishing a market for selling it, with a focus on European countries where soccer is most popular.

Other Subsidiaries

Our other subsidiaries remain in the development stage, as we continue to develop business plans for their respective goals. Included in these is InSSIDe, for which the Company is seeking to develop a business plan and pursue potential business opportunities, although to date these efforts are in the early stages and we have not generated any revenue therefrom.

Marketing Plan

Our goal is to develop and expand a market for our Smart Shin Guard both to professional and casual soccer players and teams. However, we will need to raise additional capital to fund these business plans, which we may face difficulty doing on acceptable terms or at all.

Headquarters

We are currently headquartered in New York, NY where we maintain an executive office for occasional use; however our directors and officers are located in Italy and other European countries. We believe our presence in these locations will be useful in initiating our marketing strategy, in which we plan to focus our efforts on European countries and access the U.S. capital markets to fund our operations.

Need for League Approval

The Smart Shin Guard’s value, particularly with respect to professional teams and players, will in large part be determined by our ability to obtain approval for in-game use of the product from major soccer leagues. Management believes that due to our product’s small size and design to be used as a wearable shin guard, we should be able to obtain such approval, but any difficulties or delays in obtaining this consent could result in limitations to the prospective market for our product.

Results of Operations

In the fiscal year ended June 30, 2024, we had $40,916 in revenue relating to consulting services, and sustained a net loss of $511,284. In the prior fiscal year, we had nominal revenue of $3,078 and a net loss of $116,574. Our expenses consisted of general and administrative costs and stock compensation. We do not expect to generate material revenue unless and until we can implement our business plan and begin marketing and selling our products and services in sufficient quantities, which has been delayed due to a combination of our limited capital resources and external forces.

Liquidity and Capital Resources

For the fiscal year ended June 30, 2024, the Company used net cash of $164,551 in operating activities, compared to $93,307 in the prior year. The increase was primarily due to the higher net loss. We have approximately $15,000 in available cash as of September 24, 2024, and have been relying on loans and stock purchases from our current investors and related parties to fund our operations.

We do not have sufficient capital to support our operations for the next 12 months and will be dependent upon on the proceeds from a financing, which may consist of sales of our common stock, the issuance of debt securities and/or issuance of securities convertible into shares of our common stock. We estimate that we will need to raise at least $300,000 in order to meet our working capital needs for the next 12 months. There can be no assurances that we will be able to raise additional capital, which would adversely affect our ability to achieve our business objectives.