RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS | NOTE 5 - RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS Subsequent to the Company's filing of its Annual Report on Form 10-K for the year ended July 31, 2023, with the Securities and Exchange Commission on February 16, 2024 and amended on May 8, 2024, the Company performed an evaluation of its accounting in relation to intangible assets subject to amortization. Management determined that the Original and Amended Form 10-K do not give effect to certain expenses identified. Accordingly, the Company restates its consolidated financial statements in this Form 10-K as outlined further below. Upon review of the Company's previously filed 10-K, the following errors were discovered and recorded: 1. 2. 3. The following table sets forth the effects of the adjustments on affected items within the Company's previously reported consolidated balance sheets for the year ended July 31, 2023: July 31, July 31, 2023 Adjustments 2023 (as restated) ASSETS Current Assets Cash and cash equivalents $ 66,688 $ - $ 66,688 Accounts receivable, net 238,820 (98,900 ) (1) 139,920 Security deposits 7,316 - 7,316 Prepaid expenses 18,675 - 18,675 Total current assets 331,499 (98,900 ) 232,599 Property and equipment, net 89,712 - 89,712 Intangible assets, net 7,406,827 (3,988,034 ) (2,3) 3,418,793 Total assets $ 7,828,038 $ (4,086,934 ) $ 3,741,104 Current Liabilities Accounts payable and accrued expenses $ 1,205,995 $ - $ 1,205,995 Notes payable 92,693 - 92,693 Convertible notes payable 612,000 - 612,000 Convertible notes payable - related parties 738,600 - 738,600 Warrant liabilities 195,750 - 195,750 Unissued Stock 105,925 - 105,925 Deferred revenue 172,900 - 172,900 Current liabilities from discontinued operations 545,994 - 545,994 Total current liabilities 3,669,858 - 3,669,858 Total liabilities $ 3,669,858 $ - $ 3,669,858 Commitments and contingencies Stockholders' Equity Common stock, $0.001 par value, 250,000,000 shares authorized 63,155,947 and 62,205,947 shares issued; 61,402,612 and 60,452,612 shares outstanding at July 31, 2024 and July 31, 2023, respectively $ 62,206 $ - $ 62,206 Additional paid-in capital 27,808,440 - 27,808,440 Accumulated deficit (23,712,466 ) (4,086,934 ) (1,2,3) (27,799,400 ) Total Stockholder's Equity 4,158,180 (4,086,934 ) 71,246 Total Liabilities and Stockholders' Equity $ 7,828,038 $ (4,086,934 ) $ 3,741,104 The following table sets forth the effects of the adjustments on affected items within the Company's previously reported consolidated statement of operations for the year ended July 31, 2023: For the Year Ended July 31, 2023 Adjustments July 31, 2023 (As Filed) (As Amended) Revenues $ 3,256,611 $ - $ 3,256,611 Costs and expenses: Cost of sales 2,426,456 - 2,426,456 Selling, general and administrative expenses 1,359,339 - 1,359,339 Depreciation expense 60,283 657,577 (3) 717,860 Total operating expenses 3,846,078 657,577 4,503,655 Operating loss (589,467 ) (657,577 ) (1,247,044 ) Other income (expense) Other income 262,259 - 262,259 Interest expense (20,618 ) - (20,618 ) Warrant adjustment to fair value (145,725 ) - (145,725 ) Financing expenses (255,532 ) - (255,532 ) Change in fair value of warrant liabilities 18,000 - 18,000 Other expenses (175,559 ) - (175,559 ) Total other expenses (317,175 ) - (317,175 ) Income (loss) Before Discontinued Operations (906,642 ) (657,577 ) (3) (1,564,219 ) Income (loss) From Discontinued Operations (1,013,600 ) - (1,013,600 ) Net loss $ (1,920,242 ) $ (657,577 ) $ (2,577,819 ) Weighted average number of common shares outstanding - basic and diluted 62,205,947 - 62,205,947 Loss per share- basic and diluted Continuing operations (0.01 ) - (0.03 ) Discontinued operations (0.02 ) - (0.01 ) Total $ (0.03 ) $ - $ (0.04 ) The following table sets forth the effects of the adjustments on affected items within the Company's previously reported consolidated statements of cash flows for the year ended July 31, 2023: July 31, July 31, 2023 Adjustments 2023 (As Filed) (As Restated) CASH FLOWS FROM OPERATING ACTIVITIES Net Loss $ (1,920,242 ) $ (657,577 ) (3) $ (2,577,819 ) Loss from discontinued operations 1,013,600 - 1,013,600 Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation expense 60,283 657,577 (3) 717,860 Warrant adjustment to fair value (18,000 ) - (18,000 ) Noncash interest expense 227,872 - 227,872 Write-down of intangible assets 57,875 - 57,875 Changes in operating assets and liabilities: - Accounts receivable (21,986 ) - (21,986 ) Security deposits 3,766 - 3,766 Prepaid expenses (3,929 ) - (3,929 ) Accounts payable (117,821 ) - (117,821 ) Deferred revenue (148,174 ) - (148,174 ) Net cash used in operating activities - continuing operations (866,756 ) - (866,756 ) Net cash provided by (used in) operating activities - discontinued operations 230,050 - 230,050 Net cash used in operating activities (636,706 ) - (636,706 ) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (12,650 ) - (12,650 ) Net cash used in operating activities - continuing operations (12,650 ) - (12,650 ) Net cash used in operating activities - discontinued operations - - - Net cash used in investing activities (12,650 ) - (12,650 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of notes payable (168,284 ) - (168,284 ) Proceeds from notes payable 401,418 - 401,418 Net cash provided by financing activities - continuing operations 233,134 - 233,134 Net cash provided by financing activities - discontinued operations - - - Net cash used in financing activities 233,134 - 233,134 Effect of foreign currency on cash - - - Net increase (decrease) in cash (416,222 ) - (416,222 ) Cash, beginning of period 482,910 - 482,910 Cash, end of period $ 66,688 - $ 66,688 SUPPLEMENTAL DISCLOSURES OF CASH FLOW ACTIVITIES: Cash paid for interest $ 20,618 $ - $ 20,618 Cash paid for taxes $ 1,415 $ - $ 1,415 Shares issued for debt conversion $ 244,311 $ - $ 244,311 The specific explanations for the items noted above in the restated financial statements are as follows: 1. Per review of its accounts receivable balance, the Company has deemed it appropriate to reserve a total of $98,900 in its allowance for uncollectible accounts. 2. Following a divestiture of the telecommunications subsidiaries, as described in Note 18, the Company impaired all intangible assets with indefinite lives that contributed to the Company's conduction of business in this sector as of July 31, 2022. 3. After reexamination of the useful lives of the Company's intangible assets, it has been determined that a portion of such assets are subject to amortization and should be segregated and such amortization expensed. |