LZG International (LZGI) 10-Q 20 Jan 22 2021 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Nov. 30, 2021	Jan. 19, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Nov. 30, 2021
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--05-31
Entity File Number	000-53994
Entity Registrant Name	LZG INTERNATIONAL, INC.
Entity Central Index Key	0001126115
Entity Tax Identification Number	98-0234906
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	2157 S. LINCOLN STREET
Entity Address, Address Line Two	SUITE 401
Entity Address, City or Town	SALT LAKE CITY
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84106
City Area Code	801
Local Phone Number	323-2395
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		10,250,556

Condensed Balance Sheets (Unaud

Condensed Balance Sheets (Unaudited) - USD ($)	Nov. 30, 2021	May 31, 2021
CURRENT ASSETS
Cash	$ 44,842	$ 4,735
Total Current Assets	44,842	4,735
OTHER ASSETS
Software, net	339,792
Total Other Assets	339,792
TOTAL ASSETS	384,634	4,735
CURRENT LIABILITIES
Accounts Payable	1,450	100
Accounts Payable – related party	9,000	6,000
Note Payable – related party	119,200	119,200
Notes Payable	94,800	69,800
Accrued Interest – related party	29,513	24,745
Accrued Interest	33,016	30,048
Total Current Liabilities	286,979	249,893
LONG-TERM LIABILITIES
Notes Payable – related party	23,500	23,500
Accrued Interest – related party	22,157	21,217
Total Long-term Liabilities	45,657	44,717
TOTAL LIABILITIES	332,636	294,610
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock, $.001 par value, 20,000,000 shares authorized, none issued and outstanding
Common Stock, $.001 par value, 100,000,000 shares authorized; 10,250,556 and 250,556 shares issued and outstanding, respectively	10,251	251
Additional Paid-in Capital	3,401,134	3,063,134
Accumulated Deficit	(3,359,387)	(3,353,260)
Total Stockholders' Equity (Deficit)	51,998	(289,875)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 384,634	$ 4,735

Condensed Balance Sheets (Una_2

Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Nov. 30, 2021	May 31, 2021
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	20,000,000	20,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares, Issued	10,250,556	250,556
Common Stock, Shares, Outstanding	10,250,556	250,556

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2021	Nov. 30, 2020	Nov. 30, 2021	Nov. 30, 2020
Income Statement [Abstract]
REVENUES	$ 43,447		$ 43,447
Cost of sales
Software amortization	8,208		8,208
GROSS PROFIT	35,239		35,239
OPERATING EXPENSES
General and Administrative	22,965	2,825	32,690	8,150
TOTAL OPERATING EXPENSES	22,965	2,825	32,690	8,150
Net Operating Income (Loss)	12,274	(2,825)	2,549	(8,150)
OTHER EXPENSE
Interest Expense	(1,571)	(1,282)	(2,968)	(2,501)
Interest Expense – related party	(2,854)	(2,734)	(5,708)	(5,468)
TOTAL OTHER EXPENSE	(4,425)	(4,016)	(8,676)	(7,969)
INCOME (LOSS) BEFORE INCOME TAXES	7,849	(6,841)	(6,127)	(16,119)
INCOME TAXES EXPENSE
NET INCOME (LOSS)	$ 7,849	$ (6,841)	$ (6,127)	$ (16,119)
Net Income (Loss) Per Share – basic and diluted	$ 0	$ (0.03)	$ 0	$ (0.06)
Weighted Average Shares Outstanding – basic and diluted	4,426,380	250,556	2,327,059	250,556

Condensed Statement of Stockhol

Condensed Statement of Stockholders' Equity (Deficit) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance – May 31, 2021 at May. 31, 2020	$ 251	$ 3,063,134	$ (3,323,418)	$ (260,033)
Shares, Outstanding, Beginning Balance at May. 31, 2020	250,556
Net income			(9,278)	(9,278)
Balance – November 30, 2021 at Aug. 31, 2020	$ 251	3,063,134	(3,332,696)	(269,311)
Shares, Outstanding, Ending Balance at Aug. 31, 2020	250,556
Balance – May 31, 2021 at May. 31, 2020	$ 251	3,063,134	(3,323,418)	(260,033)
Shares, Outstanding, Beginning Balance at May. 31, 2020	250,556
Net income				(16,119)
Balance – November 30, 2021 at Nov. 30, 2020	$ 251	3,063,134	(3,339,537)	(276,152)
Shares, Outstanding, Ending Balance at Nov. 30, 2020	250,556
Issuance of common shares for acquisition of software
Balance – May 31, 2021 at Aug. 31, 2020	$ 251	3,063,134	(3,332,696)	(269,311)
Shares, Outstanding, Beginning Balance at Aug. 31, 2020	250,556
Net income			(6,841)	(6,841)
Balance – November 30, 2021 at Nov. 30, 2020	$ 251	3,063,134	(3,339,537)	(276,152)
Shares, Outstanding, Ending Balance at Nov. 30, 2020	250,556
Balance – May 31, 2021 at May. 31, 2021	$ 251	3,063,134	(3,353,260)	(289,875)
Shares, Outstanding, Beginning Balance at May. 31, 2021	250,556
Net income			(13,976)	(13,976)
Balance – November 30, 2021 at Aug. 31, 2021	$ 251	3,063,134	(3,367,236)	(303,851)
Shares, Outstanding, Ending Balance at Aug. 31, 2021	250,556
Balance – May 31, 2021 at May. 31, 2021	$ 251	3,063,134	(3,353,260)	(289,875)
Shares, Outstanding, Beginning Balance at May. 31, 2021	250,556
Net income				(6,127)
Balance – November 30, 2021 at Nov. 30, 2021	$ 10,251	3,401,134	(3,359,387)	51,998
Shares, Outstanding, Ending Balance at Nov. 30, 2021	10,250,556
Issuance of common shares for acquisition of software				348,000
Balance – May 31, 2021 at Aug. 31, 2021	$ 251	3,063,134	(3,367,236)	(303,851)
Shares, Outstanding, Beginning Balance at Aug. 31, 2021	250,556
Net income			7,849	7,849
Balance – November 30, 2021 at Nov. 30, 2021	$ 10,251	3,401,134	(3,359,387)	51,998
Shares, Outstanding, Ending Balance at Nov. 30, 2021	10,250,556
Issuance of common shares for acquisition of software	$ 10,000	$ 338,000		$ 348,000
Stock Issued During Period, Shares, Other	10,000,000			10,000,000

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Nov. 30, 2021	Nov. 30, 2020
Cash Flows from Operating Activities
Net Loss	$ (6,127)	$ (16,119)
Adjustment to reconcile net loss to cash provided (used) by operating activities:
Software amortization	8,208
Changes in operating assets and liabilities:
Accounts payable – related party	3,000	3,000
Accounts payable	1,350
Accrued interest	2,968	2,502
Accrued interest – related party	5,708	5,468
Net Cash Provided (Used) by Operating Activities	15,107	(5,149)
Cash Flows from Financing Activities:
Proceeds from notes payable	25,000	5,000
Net Cash Provided by Financing Activities	25,000	5,000
Increase (Decrease) in Cash	40,107	(149)
Cash, Beginning of Period	4,735	1,834
Cash, End of Period	44,842	1,685
Supplemental Cash Flow Information:
Interest
Income Taxes
Non-cash Investing and Financing Activities
Issuance of common stock for acquisition of software	$ 348,000

NOTE 1 - BASIS OF FINANCIAL STA

NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION AND ACCOUNTING POLICIES	6 Months Ended
	Nov. 30, 2021
Accounting Policies [Abstract]
NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION AND ACCOUNTING POLICIES	NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION AND ACCOUNTING POLICIES The accompanying unaudited condensed financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its May 31, 2021 Annual Report on Form 10-K. As a result of acquiring the Fat Brain technology, the Company is launching business operations. Operating results for the six months ended November 30, 2021 are not necessarily indicative of the results to be expected for year ending May 31, 2022. Revenue Recognition – In accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The ASC 606 criteria the Company uses to recognize revenue comprise of the following: 1. Contract with the customer 2. Performance obligations 3. Transaction price comprising estimated annual subscription revenue, plus a share of the transaction revenue earned from the application. 4. Allocation of transaction price 5. Revenue recognition Basic and Diluted Loss Per Share – Intangible Assets – guidance under ASC 350, Intangibles – Goodwill and Other Software Costs – Costs of Computer Software to be Sold, Leased, or Marketed

NOTE 2 _ GOING CONCERN

NOTE 2 – GOING CONCERN	6 Months Ended
	Nov. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 2 – GOING CONCERN	NOTE 2 – GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred losses since inception, has limited cash flows from operations, and has only recently launched revenue-generating activities. Its activities have been limited for the past several years and it is dependent upon financing to continue operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management’s plan to further develop and market our technology. In addition, the COVID-19 pandemic could have an impact on our ability to obtain financing to fund our operations. The Company is unable to predict the ultimate impact at this time.

NOTE 3 _ RELATED PARTY TRANSACT

NOTE 3 – RELATED PARTY TRANSACTIONS	6 Months Ended
	Nov. 30, 2021
Related Party Transactions [Abstract]
NOTE 3 – RELATED PARTY TRANSACTIONS	NOTE 3 – RELATED PARTY TRANSACTIONS The financial statements include related party transactions, which as of November 30, 2021 and May 31, 2021, included loans from an officer of the Company totaling $ 23,500 8 940 22,157 21,217 During the six months ended November 30, 2021, a stockholder, paid for administrative and professional services totaling $ 3,000 9,000 6,000 92,500 8 119,200 4,768 29,513 24,745

NOTE 4 _ NOTES PAYABLE

NOTE 4 – NOTES PAYABLE	6 Months Ended
	Nov. 30, 2021
Debt Disclosure [Abstract]
NOTE 4 – NOTES PAYABLE	NOTE 4 – NOTES PAYABLE During the six months ended November 30, 2021 and 2020, the Company borrowed $ 25,000 5,000 94,800 69,800 8 2,968 33,016 30,048

NOTE 5 _ SUBSCRIPTION AGREEMENT

NOTE 5 – SUBSCRIPTION AGREEMENTS	6 Months Ended
	Nov. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
NOTE 5 – SUBSCRIPTION AGREEMENTS	NOTE 5 – SUBSCRIPTION AGREEMENTS Beginning on October 26, 2021, the Company entered into private subscription agreements with investors under the Securities Act. The subscription agreement provided that the issuance of the common shares was conditioned upon the Company increasing the number of authorized shares of common stock to at least 250,000,000 22,990,000 10,450,000

NOTE 6 _ INTANGIBLE ASSET ACQUI

NOTE 6 – INTANGIBLE ASSET ACQUISITION	6 Months Ended
	Nov. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
NOTE 6 – INTANGIBLE ASSET ACQUISITION	NOTE 6 – INTANGIBLE ASSET ACQUISITION On October 23, 2021, the Company executed an “IT Asset Contribution Agreement” with FatBrain, LLC, an unrelated entity for certain intellectual properties, including patents pending, proprietary technology, licenses, software, development plans and contractual rights. The intellectual property is comprised of an AI Technology with many commercial applications, the first being “Angelina FX”. As consideration, the Company issued 10,000,000 348,000 a non-related party, Tempus, Inc. This transaction resulted in a change in control of the Company, whereby Mr. Ritz is the owner of 97.6 The estimated term of the licensing agreement is 60 months from the agreement’s inception on May 7, 2021. During the period of October 23, 2021 (the date of the IT Asset Contribution Agreement) through November 30, 2021, the Company recorded $ 8,208 remaining carrying value of the software 339,792 Year ended May 31: 2022 $ 39,396 2023 78,792 2024 78,792 2025 78,792 2026 64,020 Total $ 339,792

NOTE 7 _ SUBSEQUENT EVENTS

NOTE 7 – SUBSEQUENT EVENTS	6 Months Ended
	Nov. 30, 2021
Subsequent Events [Abstract]
NOTE 7 – SUBSEQUENT EVENTS	NOTE 7 – SUBSEQUENT EVENTS On December 8, 2021, the Company entered a subscription agreement as described in Note 5 above, with an individual for 220,000 23,210,000 10,550,000 The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.

NOTE 1 - BASIS OF FINANCIAL S_2

NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION AND ACCOUNTING POLICIES (Policies)	6 Months Ended
	Nov. 30, 2021
Accounting Policies [Abstract]
Revenue Recognition	Revenue Recognition – In accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The ASC 606 criteria the Company uses to recognize revenue comprise of the following: 1. Contract with the customer 2. Performance obligations 3. Transaction price comprising estimated annual subscription revenue, plus a share of the transaction revenue earned from the application. 4. Allocation of transaction price 5. Revenue recognition
Basic and Diluted Loss Per Share	Basic and Diluted Loss Per Share –
Intangible Assets	Intangible Assets – guidance under ASC 350, Intangibles – Goodwill and Other
Software Costs	Software Costs – Costs of Computer Software to be Sold, Leased, or Marketed

NOTE 6 _ INTANGIBLE ASSET ACQ_2

NOTE 6 – INTANGIBLE ASSET ACQUISITION (Tables)	6 Months Ended
	Nov. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of remaining carrying value of intangible assets	Year ended May 31: 2022 $ 39,396 2023 78,792 2024 78,792 2025 78,792 2026 64,020 Total $ 339,792

NOTE 3 _ RELATED PARTY TRANSA_2

NOTE 3 – RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	6 Months Ended
	Nov. 30, 2021	May 31, 2021	May 31, 2018
Related Party Transactions [Abstract]
Due to Other Related Parties, Current	$ 23,500	$ 23,500
Debt Instrument, Interest Rate During Period	8.00%
Interest Expense, Debt	$ 940
Accounts Payable and Accrued Liabilities, Noncurrent	22,157	21,217
Increase (Decrease) in Due to Other Related Parties, Current	3,000
Accounts Payable, Related Parties, Current	9,000	6,000
[custom:AccountsPayableConvertedToPromissoryNote-0]			$ 92,500
Notes Payable, Related Parties, Current	119,200	119,200
Interest Expense, Other	4,768
Accrued Liabilities and Other Liabilities	$ 29,513	$ 24,745

NOTE 4 _ NOTES PAYABLE (Details

NOTE 4 – NOTES PAYABLE (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2021	Nov. 30, 2020	Nov. 30, 2021	Nov. 30, 2020	May 31, 2021
Debt Disclosure [Abstract]
Increase (Decrease) in Notes Payable, Current			$ 25,000	$ 5,000
Notes Payable, Current	$ 94,800		$ 94,800		$ 69,800
Debt Instrument, Interest Rate During Period			8.00%
Interest Expense	1,571	$ 1,282	$ 2,968	$ 2,501
Interest Payable, Current	$ 33,016		$ 33,016		$ 30,048

NOTE 5 _ SUBSCRIPTION AGREEME_2

NOTE 5 – SUBSCRIPTION AGREEMENTS (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	5 Months Ended
	Jan. 19, 2022	Nov. 30, 2021	Jan. 19, 2022	Oct. 26, 2021
Commitments and Contingencies Disclosure [Abstract]
[custom:CommonStockAuthorizedIncreasedMinimumAmount-0]				250,000,000
Sale of Stock, Number of Shares Issued in Transaction	220,000	22,990,000	23,210,000
Sale of Stock, Consideration Received on Transaction		$ 10,450,000	$ 10,550,000

Amortization of remaining carry

Amortization of remaining carrying value of intangible assets (Details)	6 Months Ended
	Nov. 30, 2021USD ($)
Intangible Assets Current Year [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 39,396
Intangible Assets Year Two [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	78,792
Intangible Assets Year Three [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	78,792
Intangible Assets Totals [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	64,020
Intangible Assets Total [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 339,792

NOTE 6 _ INTANGIBLE ASSET ACQ_3

NOTE 6 – INTANGIBLE ASSET ACQUISITION (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2021	Nov. 30, 2020	Nov. 30, 2021	Nov. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Stock Issued During Period, Shares, Other	10,000,000
Stock Issued During Period, Value, Other	$ 348,000		$ 348,000
Equity Method Investment, Ownership Percentage	97.60%		97.60%
Capitalized Computer Software, Amortization	$ 8,208		$ 8,208
Intangible Assets, Current	$ 339,792		$ 339,792

NOTE 7 _ SUBSEQUENT EVENTS (Det

NOTE 7 – SUBSEQUENT EVENTS (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	5 Months Ended
	Jan. 19, 2022	Nov. 30, 2021	Jan. 19, 2022
Subsequent Events [Abstract]
Sale of Stock, Number of Shares Issued in Transaction	220,000	22,990,000	23,210,000
Sale of Stock, Consideration Received on Transaction		$ 10,450,000	$ 10,550,000