The Accompanying Notes Are An Integral Part
Of These Financial Statements.
The Accompanying Notes Are An Integral Part
Of These Financial Statements.
The Accompanying Notes Are An Integral Part
Of These Financial Statements.
Notes to Unaudited Financial Statements
For The Three Month Interim Period Ended
July 31, 2017
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Unless the context otherwise requires,
the terms "we", "our", "us", "OMNI", OMGT or "Omni Global Technologies, Inc."
refers to Omni Global Technologies Inc. (formerly Business.vn, Inc.)
Omni Global Technologies, Inc. (“OMNI”
or the "Company") was originally formed on September 15, 1995 as Interactive Processing, Inc., a Nevada corporation,
to market high-tech consumer electronics through television home-shopping networks, retail stores, catalog companies and their
website remotecontrols.com. In March 1999, the Company changed its name to Worldtradeshow.com, Inc. In April, 1999, the Company
acquired intellectual property rights to a database and business plan and significantly changed its business plan to develop tradeshow
software and market both physical and virtual tradeshow space through the Company's website.
The Company was dormant from October
2008 through May 15, 2016 until it was placed under the control of a Receiver in Nevada’s Eighth Judicial District
pursuant to Case #A14-715484-P (“the Case”). On March 23, 2017 we entered into a share purchase agreement
described below. On June 13, 2017, pursuant to an order by the judge presiding over this Case, OMNI emerged from receivership
and substantially all liabilities that had been outstanding since 2009 were officially discharged.
SHARE PURCHASE AGREEMENT
From the period from May 15, 2016 through
March 22, 2017 we were under the control of a court appointed Receiver. During that period the Receiver ran the Company and incurred
expenses to maintain its status as public company and to locate a potential buyer for the Company. On May 23, 2017 the Company
entered into a Share Purchase Agreement (“SPA”) with JOJ Holdings (the “Purchaser”, LLC maintaining an
address at 53 Calle Palmeras, San Juan Puerto Rico. Under the terms of the SPA, the Purchaser agreed to purchase 20,000,000 of
our $0.001 par value common stock; and to assume the liability of a judgement creditor in the amount of $25,690.41. Additionally,
and concurrent with the signing of the SPA by the Company; the Receiver resigned from the Company, and the Purchaser elected Olivia
Funk as the sole officer and director of the Company. The $150,000 received at closing was distributed by an escrow agent and was
used to cover Receiver expenses incurred during the receivership period, and other company expenses. All $150,000 was disbursed
prior to April 30, 2017. During the three months ended July 31, 2017, the Purchaser loaned the Company $9,890 to pay certain professional
fees to maintain the company’s status as a public company.
Reverse Split and Name Change
On November 18, 2016, the Company effected
a 1 for 150 reverse split and changed its name from Business.vn, Inc., to Omni Global Technologies, Inc., and the Company’s
trading symbol changed from “BVNI” to “OMGT”. Under the guidelines of Staff Accounting Bulletin 4c, a
capital structure change such as a stock split that occurs after the date of the most recent balance sheet must be given retroactive
effect in the balance sheet. Accordingly, all references to the numbers of Common Shares and per share data in the accompanying
financial statements have been adjusted to reflect this forward split on a retroactive basis, unless indicated otherwise.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements of the Company have been prepared in accordance
with generally accepted accounting principles in the United States of America (“US GAAP”). This basis of accounting
involves the application of accrual accounting and consequently, revenues and gains are recognized when earned, and expenses and
losses or recognized when incurred.
Similarly, management must make estimates of the uncollectibility
of accounts receivable. Management specifically analyzes accounts receivable and historical bad debts, customer concentrations,
customer credit-worthiness, current economic trends and changes in our customer payment terms when evaluating the adequacy of the
allowance for doubtful accounts. If the financial condition of our customers were to deteriorate, resulting in an impairment of
their ability to make payments, additional allowances may be required.
Income Taxes
The Company utilizes SFAS No. 115,
Accounting for
Income Taxes
, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences
of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities
are determined based on the difference between the tax basis of assets and liabilities and their financial reporting amounts based
on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.
Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
Going Concern
The Company has an accumulated deficit of $6,236,126 to date.
We will need additional working capital for ongoing operations, which raises substantial doubt about its ability to continue as
a going concern. Management of the Company is working a strategy to meet future operational goals which may include equity funding,
short term or long term financing or debt financing, to enable the Company to reach profitable operations, however, there
can be no assurances that the plan will succeed nor that the Company will be able to execute its plans.
Basic and Diluted Net Loss Per Share
Net loss per share is calculated in accordance with SFAS No. 128,
Earnings Per Share
for the period presented. Basic net loss per share is based upon the weighted average number of common
shares outstanding. Diluted net loss per share is based on the assumption that all dilative convertible shares and stock options
were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants
are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby we
used to purchase common stock at the average market price during the period.
Use of Estimates
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make certain 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 revenue and expenses during the periods presented. Actual results could differ from those
estimates.
Significant estimates made by management are, among others, realizability
of long-lived assets, deferred taxes and stock option valuation. Management reviews its estimates on a quarterly basis and, where
necessary, makes adjustments prospectively.
NOTE 3. PROVISION FOR INCOME TAXES
As of July 31, 2017 the Company has a federal net operating
loss carry forwards of $6,236,126 that can be utilized to reduce future taxable income. The net operating loss carry forward will
expire through 2023 if not utilized. Utilization of the net operating loss and tax credit carry forward may be subject to substantial
annual limitations due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar
state provisions. The annual limitation may result in the expiration of net operating loss and tax credit carry forwards before
utilization. The Company has provided a full valuation allowance on the deferred tax asset because of uncertainty regarding realizability.
NOTE 4. STOCKHOLDER’S EQUITY
Common Stock
The Company has 400,000,000 shares
of Common Stock authorized with a par value of $0.001 per share and 5,000,000 shares of Preferred Stock authorized, with a
par value of $0.001 per share. As of July 31, 2017 and April 30, 2017 there were 20,368,703 and 20,368,703
common shares outstanding, respectively. No shares of Preferred Stock are outstanding.
Common Stock Issued in Private Placements
During the three- month period ended July 31, 2017, the Company
did not accept any subscription agreements for the sale of its common stock.