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Ahead Wanting Statements
This quarterly report on Kind 10-Q and different reviews (collectively, the
“Filings”) filed by
time to time with the
include or might include forward-looking statements and data which might be based mostly
upon beliefs of, and data at the moment out there to, the Firm’s
administration in addition to estimates and assumptions made by Firm’s administration.
Readers are cautioned to not place undue reliance on these forward-looking
statements, that are solely predictions and converse solely as of the date hereof.
When used within the Filings, the phrases “anticipate,” “imagine,” “estimate,”
“anticipate,” “future,” “intend,” “plan,” or the destructive of those phrases and related
expressions as they relate to the Firm or the Firm’s administration determine
forward-looking statements. Such statements replicate the present view of the
Firm with respect to future occasions and are topic to dangers, uncertainties,
assumptions, and different elements, together with the dangers contained within the “Threat
Elements” part of the Firm’s Annual Report on Kind 10-Ok for the fiscal 12 months
ended
Firm’s trade, the Firm’s operations and outcomes of operations, and any
companies that the Firm might purchase. Ought to a number of of those dangers or
uncertainties materialize, or ought to the underlying assumptions show incorrect,
precise outcomes might differ considerably from these anticipated, believed,
estimated, anticipated, supposed, or deliberate.
Though the Firm believes that the expectations mirrored within the
forward-looking statements are cheap, the Firm can not assure future
outcomes, ranges of exercise, efficiency, or achievements. Besides as required
by relevant legislation, together with the securities legal guidelines of
Firm doesn’t intend to replace any of the forward-looking statements to
conform these statements to precise outcomes.
Our monetary statements are ready in accordance with accounting ideas
typically accepted in
require us to make sure estimates, judgments and assumptions. We imagine that
the estimates, judgments and assumptions upon which we rely are cheap based mostly
upon data out there to us on the time that these estimates, judgments and
assumptions are made. These estimates, judgments and assumptions can have an effect on the
reported quantities of property and liabilities as of the date of the monetary
statements in addition to the reported quantities of revenues and bills in the course of the
durations introduced. Our monetary statements can be affected to the extent
there are materials variations between these estimates and precise outcomes. In
many instances, the accounting therapy of a specific transaction is particularly
dictated by GAAP and doesn’t require administration’s judgment in its utility.
There are additionally areas wherein administration’s judgment in deciding on any out there
various wouldn’t produce a materially completely different outcome. The next
dialogue needs to be learn at the side of our unaudited condensed
consolidated monetary statements and notes thereto showing elsewhere on this
report.
Plan of Operation
The Bergio model is our most essential asset. The Bergio model is related
with high-quality, handcrafted and individually designed items with European
sensibility, Italian craftsmanship and a daring aptitude for the sudden.
is without doubt one of the most coveted manufacturers of wonderful jewellery. Established in 1995,
signature progressive design, coupled with extraordinary diamonds and treasured
stones, earned the corporate recognition as a extremely sought-after purveyor of uncommon
and beautiful treasures from across the globe.
It’s our intention to determine
establishing retails shops worldwide. Our branded product strains are merchandise
and/or collections designed by our designer and CEO
the centerpiece of our retail shops. We additionally intend to enrich our personal
quality-designed jewellery with different merchandise and our personal specifically designed
purses. That is in step with our technique and perception {that a} model identify can
create an affiliation with innovation, design and high quality which helps add worth
to the person merchandise in addition to facilitate the introduction of latest
merchandise.
It’s our intention to open elegant shops in “high-end” areas and supply
wonderful service in our shops which can be staffed with educated
professionals. We additionally intend to promote our merchandise on a wholesale foundation to
restricted clients.
In 2019 we launched The Silver Trend Assortment ranging in value from
in
that are very aggressive entry costs.
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Our merchandise encompass a variety of distinctive kinds and designs made out of
treasured metals reminiscent of, gold, platinum, and Karat gold, in addition to diamonds and
different treasured stones. We at the moment design and produce roughly 100 to 150
product kinds. Present retail costs for our merchandise vary from
manufacturing facility in
positioned in
On
Luxe, Inc.
function the Firm’s first retail retailer, which was opened in
Jersey
Throughout the fall of 2018, we opened our second retail retailer on the new
Resort On line casino
opening of latest shops sooner or later.
On
Settlement with
Enterprise”), pursuant to which the shareholders of Digital Age Enterprise agreed
to promote all the property and liabilities of its Aphrodite’s enterprise to a
subsidiary of the Firm generally known as Aphrodite’s
company in trade for 3,000 Sequence B Most well-liked Inventory of the Firm, which
collectively, shall be convertible at Shareholders’ choice, at any time, in
complete or partly, into that variety of shares of widespread inventory of the Firm
which shall equal thirty p.c (30%) of the whole issued and excellent
widespread inventory of the Firm (as decided on the earlier of (i) the date of
conversion of the Sequence B Most well-liked Inventory; and (ii) eighteen (18) months
following the Closing). As well as, the Firm will present an extra
Aphrodite’s
On
GearBubble agreed to promote 100% of the issued and excellent shares of
GearBubble to a subsidiary of the Firm generally known as
which shall be paid as follows: a)
Closing), b)
the 100,000 approved shares of the Merger Sub, such that upon the Closing, 51%
of the Merger Sub shall be owned by the Firm, and 49% of the Merger Sub shall
be owned by the GearBubble Shareholders. We personal 51% of
The funding for these acquisitions have been a mixture of proceeds from the
issuance of widespread inventory from our S-1 Registration Assertion and debt.
Aphrodite’s Advertising and marketing and GearBubble Tech are anticipated to extend our on-line
presence and supply for enlargement of the Bergio Model. Aphrodite is a one-stop
store for jewellery, presents, and surprises for any event. The net shops
present for a novel gifting expertise within the ecommerce house. With their
technological expertise in ecommerce, we anticipate to develop the Bergio Model, and
at the side of
jewellery trade, we imagine we will efficiently develop the enterprise.
The Firm has instituted varied value saving measures to preserve money and has
labored with its debtors in an try to barter the debt phrases. The Firm
has been additionally investigating varied methods to extend gross sales and broaden its
enterprise. The Firm is in negotiations with some potential companions, however, at
this time, there’s nothing concrete, however the Firm stays constructive about its
prospects. Nonetheless, there is no such thing as a assurance that the Firm can be profitable in
its endeavors or that will probably be in a position to improve its enterprise.
Our future operations are contingent upon rising revenues and elevating
capital for on-going operations and enlargement of our product strains. As a result of we
have a restricted working historical past, you’ll have issue evaluating our
enterprise and future prospects.
The Firm’s retail operations have been and proceed to be affected by the
current and ongoing outbreak of the coronavirus illness (COVID-19) which in
2020
disruption which can be attributable to the outbreak is unsure; nevertheless, it could
lead to a fabric opposed influence on the Firm’s monetary place,
operations and money flows. Doable areas that could be affected embrace, however are
not restricted to, disruption to the Firm’s clients and income, labor
workforce, unavailability of merchandise and provides utilized in operations, and the
decline in worth of property held by the Firm, together with property and
gear.
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Outcomes of Operations Overview
Web revenues elevated in the course of the 9 months ended
Aphrodite’s Advertising and marketing and GearBubble Tech acquisition as in comparison with the 9
months ended
retail operations have been impacted by the pandemic. We proceed to judge
our initiatives. We’re increasing our on-line presence and have been experiencing
constructive outcomes, however it’s too early to evaluate the actual influence. The Firm
continues to place itself for the long run with the acquisition of Aphrodite’s
Advertising and marketing in
of the Bergio model within the E-Commerce house in addition to establishing a series of
retail shops worldwide.
The Firm continues to pursue further financing alternatives and we now have
initiated measures to strengthen our monetary place. Consequently, we now have
achieved the next in the course of the 9 months ended
·We now have transformed roughly
·Raised further funding from convertible notes and gross sales of our Sequence D
Most well-liked Inventory.
These occasions have allowed us to cut back our debt and supplied funding for
operations. We proceed to pursue different alternatives. Furthermore, there is no such thing as a
assurance that enough funding can be out there, or if out there, that its
phrases can be favorable to the Firm. The unaudited condensed consolidated
monetary statements don’t embrace any changes that may outcome from the
end result of this uncertainty.
Three Months Ended
September 30, September 30, Enhance % Enhance
2022 2021 (Lower) (Lower)
Web revenues $ 1,318,851 $ 2,175,042 $ (856,191) (39.36%)
Whole internet revenues 1,318,851 2,175,042 856,191 (39.36%)
Price of revenues 595,063 1,410,873 (815,810) (57.82%)
Gross revenue $ 723,788 $ 764,169 $ (40,381) (5.28%)
Gross revenue as a % of
gross sales 54.88% 35.13%
9 months ended
September 30, September 30, Enhance % Enhance
2022 2021 (Lower) (Lower)
Web revenues $ 5,733,883 $ 5,461,676 $ 272,207 4.98%
Web revenues - associated
events 139,716 - 139,716 100%
Whole internet revenues 5,873,599 5,461,676 411,923 7.54%
Price of revenues 2,832,043 2,099,129 732,914 34.92%
Gross revenue $ 3,041,556 $ 3,362,547 $ (320,991) (9.55%)
Gross revenue as a % of
gross sales 51.78% 61.57%
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Web Revenues
Whole internet revenues for the three months ended
revenues – associated events which amounted to
in comparison with
30, 2022
elevated by
revenues in the course of the three months ended
the lower in revenues of our majority owned subsidiary, Aphrodite’s
Advertising and marketing, on account of the lower in advertising and marketing and promoting bills
via social media, digital advertising and marketing, and promotional campaigns. The rise
in complete internet revenues in the course of the 9 months ended
primarily as a result of acquisition of GearBubble Tech in
12 months 2022 present interval included 9 month revenues of GearBubble Tech as
in comparison with solely three months from the 12 months 2021 prior interval.
Price of Revenues
Price of revenues consists primarily of the price of the merchandise, delivery
charges, bank card processing companies, success value, ecommerce sellers’
pay-out; prices related to operation and upkeep of the Firm’s
platform. Price of revenues for the three months ended
decreased by
lower in internet revenues in the course of the three month interval. Price of revenues for the
9 months ended
in comparison with
Tech in
GearBubble Tech’s value of revenues as in comparison with solely three months from the
12 months 2021 prior interval.
Gross Revenue
Gross revenue decreased by
30, 2021
ended
attributable to the lower in internet revenues as mentioned above. The lower
in the course of the 9 months interval was primarily attributable to the rise in value
of revenues as mentioned above.
Working Bills
Working bills decreased by
ended
promoting and, advertising and marketing bills of
in promoting and advertising and marketing actions via social media, digital advertising and marketing,
and promotional campaigns ii) improve skilled and consulting bills of
to extend operations on account of the acquisition of Aphrodite’s Advertising and marketing
and GearBubble Tech, iii) improve in compensation and associated taxes of
and iv) lower generally and administrative bills of
lower in workplace bills on account of value slicing measures. The general
lower in working bills replicate the lower in promoting and advertising and marketing
bills via social media and digital advertising and marketing actions.
Working bills elevated by
30, 2021
advertising and marketing bills of
and advertising and marketing actions via social media, digital advertising and marketing, and
promotional campaigns ii) improve skilled and consulting bills of
to extend operations on account of the acquisition of Aphrodite’s Advertising and marketing
and GearBubble Tech, iii) improve in compensation and associated taxes of
primarily associated to the rise in variety of workers on account of the
acquisition of Aphrodite’s Advertising and marketing and GearBubble Tech. Moreover, the
Firm authorised a bonus of
lower generally and administrative bills of
depreciation and workplace bills on account of value slicing measures. The
total improve in working bills replicate the rise in enterprise
operations on account of the acquisition of Aphrodite’s Advertising and marketing and
GearBubble Tech.
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Loss from Operations
On account of the above, we had a loss from operation of
months ended
operation of
to a loss from operations of
2021
Different Earnings (Expense)
For the three months ended
primarily attributed to the lower in amortization of debt low cost and
deferred financing value of
to the repayments of debt, and reduce in by-product expense of
by improve in change in honest worth of by-product liabilities of
For the 9 months ended
different expense is primarily attributed to the lower in amortization of debt
low cost and deferred financing value of
worth of by-product liabilities of
improve in curiosity expense of
Web Earnings (Loss) Attributable to
On account of the above, we had internet loss attributable to
Inc.
above, we had internet loss attributable to
the 9 months ended
months ended
Web Loss Accessible to
On account of the above, we had internet loss out there to
Inc.
2022
results of the above, we had internet loss out there to
widespread stockholders of
as in comparison with
recognition of deemed dividend of
Most well-liked Inventory.
Liquidity and Capital Sources
The next desk summarizes working capital at
to
September 30, December 31, Enhance/
2022 2021 (Lower)
Web revenues $ 3,313,435 $ 4,384,185 $ (1,070,750)
Whole internet revenues $ 4,230,026 $ 6,748,062 $ (2,518,036)
Gross revenue $ (916,591) $ (2,363,877) $ 1,447,286
At
in comparison with
deficit is primarily attributed to the lower in liabilities.
Throughout the 9 months ended
and makes use of of funds have been as follows:
Money utilized in working actions: For the 9 months ended
the Firm used
money used for operations for the 9 months ended
improve in money utilized in operations is primarily attributed to internet lack of
of debt of
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financing value of
non-controlling curiosity of
liabilities of
in adjustments in working property and liabilities of
to extend in accounts receivable of
– CEO of
payable and accrued liabilities of
compensation – CEO
For the 9 months ended
money for operations. This improve in money utilized in operations is primarily
attributed to extend in internet loss, improve in depreciation and amortization
expense of
financing value of
improve in change in honest worth of by-product liabilities of
in stock of 706,869, improve in accounts payable and accrued liabilities of
extinguishment of debt
Money utilized in investing actions: For the 9 months ended
the Firm used
money in investing actions for the 9 months ended
results of money paid for the acquisition of GearBubble Tech for
purchases of property and gear of
acquisition of GearBubble Tech of
Money supplied by financing actions: Money supplied by financing actions for
the 9 months ended
results of internet proceeds acquired from convertible notes of
most well-liked inventory of
observe of
secured notes of
advances to CEO of
Money supplied by financing actions for the 9 months ended
2021
proceeds from the proceeds from notes payable of
inventory of
repayments of loans payable, debt and convertible debt for a complete of
Convertible Notes
Every now and then the Firm enters into sure financing agreements for
convertible notes. For probably the most half, the Firm settles these obligations with
the Firm’s widespread inventory. As of
the convertible notes payable was
Notes Payable
The Firm has complete notes payable of
and complete notes payable – long run portion of
Loans Payable
The Firm has loans payable and accrued curiosity of
30, 2022
Satisfaction of Our Money Obligations for the Subsequent 12 Months
A important part of our working plan impacting our continued existence is
to effectively handle our retail operations and efficiently develop new strains
via our Firm or via attainable acquisitions and/or mergers in addition to
opening new retail shops. Our potential to acquire capital via further
fairness and/or debt financing, and three way partnership partnerships can even be
essential to our enlargement plans. Within the occasion we expertise any important
issues assimilating acquired property into our operations or can not receive the
crucial capital to pursue our strategic plan, we might have to cut back the expansion
of our operations. This may occasionally materially influence our potential to extend income
and proceed our development.
The Firm has suffered recurring losses and has an collected deficit of
principal quantities of convertible notes of
long-term portion) of
increase substantial doubt concerning the
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Firm’s potential to proceed as a going concern. The recoverability of a serious
portion of the recorded asset quantities proven within the accompanying unaudited
condensed consolidated stability sheet depends upon continued operations of
the Firm, which in flip, depends upon the Firm’s potential to boost
capital and/or generate constructive money flows from operations.
These unaudited condensed consolidated monetary statements don’t embrace any
changes regarding the recoverability and classification of recorded
property, or the quantities and classification of liabilities that could be crucial
within the occasion the Firm can not proceed in existence.
Analysis and Improvement
We’re not anticipating important analysis and improvement expenditures within the
close to future.
Off-Stability Sheet Preparations
We wouldn’t have any off-balance sheet preparations which have or are fairly
more likely to have a present or future impact on our monetary situation, outcomes or
operations, liquidity, capital expenditures or capital assets that’s deemed
materials.
Important Accounting Insurance policies
Our important accounting insurance policies are described in Administration’s Dialogue and
Evaluation of Monetary Situation and Outcomes of Operations included in our Annual
Report. There have been no adjustments in our important accounting insurance policies. Our
important accounting insurance policies are described in our notes to the consolidated
monetary statements for the 12 months ended
our Annual Report.
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