Good Gaming, Inc 10-Q for FY2023 Q3

Good Gaming, Inc. (GMER)

10-Q 2023-11-14 For: 2023-09-30

Added on April 06, 2026

About this 10-Q

Good Gaming, Inc filed this 10-Q on November 14, 2023, covering the quarter ended September 30, 2023 (FY2023 Q3).

Headline figures

Quarter ended September 30, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $25; down 99.2% from $3244 a year earlier
Net loss: $275.55K; compared with a net loss of $482.99K a year earlier

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

Large Accelerated Filer	☐	Accelerated Filer	☐

Non-accelerated Filer	☒	Smaller Reporting Company	☒

		Emerging Growth Company	☐

		Page
Part I FINANCIAL INFORMATION

Item 1	Financial Statements	F-1
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3	Quantitative and Qualitative Disclosures About Market Risk	12
Item 4	Controls and Procedures	12

Part II OTHER INFORMATION

Item 1	Legal Proceedings	12
Item 1A	Risk Factors	12
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	13
Item 3	Defaults Upon Senior Securities	13
Item 4	Mine Safety Disclosures	13
Item 5	Other Information	13
Item 6	Exhibits	13
	Signatures	14

●	our growth strategies;

●	our anticipated future operations and profitability;

●	our future financing capabilities and anticipated need for working capital;

●	the anticipated trends in our industry;

●	acquisitions of other companies or assets that we might undertake in the future; and

●	current and future competition.

	September 30, 2023			December 31, 2022
ASSETS
Current Assets
Cash and Cash Equivalents	$	223,277		$	931,868
Accounts Receivable	$	-			-
Prepaid expenses	$	13,750			9,480
Total Current Assets	$	237,027			941,348

Digital Assets	$	114,050			113,091
Property and Equipment, Net	$	383			1,557
Due from Tebex	$	147			-
TOTAL ASSETS	$	351,607		$	1,055,996
LIABILITIES & STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts Payable and Accrued Expenses	$	530,844		$	426,386
Derivative Liability	$	-			-
Notes Payable	$	-			-
Convertible Debentures, current	$	-			-
Notes Payable Related Party- ViaOne Services	$	-			-
Total Current Liabilities	$	530,844			426,386

Total Liabilities	$	530,844			426,386

Stockholders’ Deficit
Class A Preferred Stock
Authorized: 2,000,000 Preferred Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 7,500 Shares		8			8
Class B Preferred Stock
Authorized: 249,999 Preferred Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 19,296 Shares		19			19
Class C Preferred Stock
Authorized: 1 Preferred Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 1 Share		1			1
Class D Preferred Stock
Authorized: Authorized: 350 Preferred Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 0 Shares		-			-
Class E Preferred Stock
Authorized: Authorized: 2,750,000 Preferred Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 57,663		58			58
Preferred stock value		58			58

Common Stock
Authorized: 200,000,000 Common Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 117,580,489		117,580			110,924
Warrant		333			333
Additional Paid-In Capital		10,432,365			10,265,127
Accumulated Deficit		(10,729,601	)		(9,746,860	)
Total Stockholders’ Deficit		(179,237	)		629,610
TOTAL LIABILITIES & STOCKHOLDER’S DEFICIT	$	351,607		$	1,055,996

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023.

	2023			2022
	For three months ended September 30
	2023			2022
Revenues		25		$	3,244
Cost of Revenues		44,417			96,122
Gross Profit		(44,392	)		(92,878	)

Operating Expenses
General & Administrative		40,808			169,943
Contract Labor		65			1,200
Depreciation and Amortization Expense		95			1,028
Professional Fees		190,660			217,826
Total Operating Expenses		231,628			389,997
Operating Loss		(276,020	)		(482,875	)
Other Income (Expense)
Gain on Digital Assets		-			-
Impairment Cost		(196	)		(120	)
Other Income		668			-
Gain on Debt Settlement		-			-
Loss on disposal of fixed assets		-			-
Interest Income		-			-
Interest Expense		-			-
Gain (Loss) on Change in Fair Value of Derivative Liability		-			-
Total Other Income (Loss)		473			(120	)

Net Income (Loss)		(275,547	)	$	(482,994	)

Net Income (Loss) Per Share, Basic and Diluted		-		$	-

Weighted Average Shares Outstanding		117,580,489			108,704,629

	2023			2022
	For the nine months ended September 30
	2023			2022
Revenues	$	3,442		$	4,988
Cost of Revenues	$	249,695			196,688
Gross Profit	$	(246,253	)		(191,700	)

Operating Expenses
General & Administrative	$	125,144			513,536
Contract Labor	$	2,465			50,600
Depreciation and Amortization Expense	$	1,175			3,083
Professional Fees	$	608,152			747,360
Total Operating Expenses	$	736,936			1,314,579
Operating Loss	$	(983,189	)		(1,506,279	)
Other Income (Expense)
Gain on Digital Assets	$	-			13,498
Impairment Cost	$	(220	)		(167,948	)
Other Income	$	668			-
Gain on Debt Settlement	$	-			-
Loss on disposal of fixed assets	$	-			-
Interest Income	$	-			-
Interest Expense	$	-			-
Gain (Loss) on Change in Fair Value of Derivative Liability	$	-			-
Total Other Income (Loss)	$	448			(154,450	)

Net Income (Loss)	$	(982,741	)	$	(1,660,729	)

Net Income (Loss) Per Share, Basic and Diluted	$	-		$	-

Weighted Average Shares Outstanding		117,580,489			108,704,629

	2023			2022
	For nine months Ended September 30,
	2023			2022
Operating Activities

Net Income (Loss)	$	(982,741	)	$	(1,660,729	)

Adjustment To Reconcile Net Loss to Net Cash Used In Operating Activities
Accounts Receivable		-			-
Due from Tebex		(147	)		-
Digital Assets		-			-
Depreciation and Amortization		1,175			3,083
Loss on disposal of fixed assets		-			-
Change In Fair Value Of Derivative Liability		-			-
Stock based compensation		167,236			188,307
Gain on debt settlement		-			-
Gain on Digital Assets		-			(13,498	)
Impairment Cost		220			167,948
Changes in operating assets and liabilities
Prepaid expenses		(4,270	)		(11,895	)
Accounts Payable		104,459			89,332

Net Cash Provided By (Used in) Operating Activities		(714,068	)		(1,237,451	)

Investing Activities

Purchase of Digital Assets		(724	)		(4,480	)
Selling Digital Assets		-			38,962
Reclass Digital Assets		(456	)		1,955
Selling Property and Equipment		-			-
Purchase of Property and Equipment		-			-

Net Cash Provided By (Used in) Investing Activities		(1,180	)		36,437

Financing Activities
Class B Stock: Preferred Stock converted to common					(1	)
Common Stock: Conversion		6,657			5,180
Proceeds From Sale Of Preferred Stock CL D		-			-
Payment on Note Interest					(6,628	)
Due To ViaOne Services		-			-

Net Cash Provided By (Used In) Financing Activities		6,657			(1,449	)

Change in Cash and Cash Equivalents		(708,591	)		(1,202,463	)

Cash and Cash Equivalents, Beginning Of Period		931,868			2,407,966

Cash and Cash Equivalents, End Of Period	$	223,277		$	1,205,503

Supplemental disclosure of cash flow information
Cash paid for interest	$	-		$	-
Cash paid for taxes	$	-		$	-

Non-Cash Investing And Financing Activities
Unpaid Property and Equipment Acquired	$	-		$	-
Common Shares Issued for Conversion Of Debt	$	-		$	-
Shares Issued For Acquisition Of Software	$	-		$	-


	Preferred Stock																												Additional
	Class A				Class B				Class C				Class D				Class E				Common Stock				Warrants				Paid-in		Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			Total

Balance, December 31, 2022		7,500		8		19,296		19		1		1		-		-		57,663		58		110,923,593		110,923		3,333,333		333		10,265,129		(9,746,860	)	$	629,610

Stock Based Compensation converted to common stock		-		-		-		-		-		-		-		-		-		-		2,218,965		2,219		-		-		74,927		-			77,146
Net Income (Loss)																																(371,150	)		(371,150	)

Balance, March 31, 2023		7,500		8		19,296		19		1		1		-		-		57,663		58		113,142,558		113,142		3,333,333		333		10,340,056		(10,118,010	)		335,606

Stock Based Compensation converted to common stock		-		-		-		-		-		-		-		-		-		-		2,218,965		2,219		-		-		50,149		-			52,368
Net Income (Loss)																																(336,045	)		(336,045	)

Balance, June 30, 2023		7,500		8		19,296		19		1		1		-		-		57,663		58		115,361,523		115,361		3,333,333		333		10,390,205		(10,454,054	)		51,929

Stock Based Compensation converted to common stock		-		-		-		-		-		-		-		-		-		-		2,218,965		2,219		-		-		42,161		-			44,380
Net Income (Loss)																																(275,547	)		(275,547	)

Balance, September 30, 2023		7,500		8		19,296		19		1		1		-		-		57,663		58		117,580,488		117,580		3,333,333		333		10,432,365		(10,729,601	)		(179,237	)

	2023			2022
	September 30,
	2023			2022
Computers and servers	$	22,285		$	22,285

Accumulated Depreciation		(21,902	)		(19,700	)

Property and equipment, net	$	383		$	2,585

Balance, September 30, 2021	$	16,508,750
Change in value		(16,508,750	)
Balance, September 30, 2022		-
Change in value		-
Balance, September 30, 2023		-

	2023			2022
Net Operating Loss Carryforward	$	1,249,676		$	949,956

Valuation allowance		(1,249,676	)	$	(949,956	)

Net Deferred Tax Asset	$	-		$	-

	2023			2022
Income tax recovery at statutory rate	$	57,865		$	101,429

Valuation allowance change		(57,865	)	$	(101,429	)

Provision for income taxes	$	-		$	-

●	statements concerning the potential benefits that we may experience from our business activities and certain transactions we contemplate or have completed; and

●	statements of GMER’s expectations, beliefs, future plans and strategies, anticipated developments and other matters that are not historical facts. These statements may be made expressly in this Form 10-Q. You can find many of these statements by looking for words such as “believes,” “expects,” “anticipates,” “estimates,” “opines,” or similar expressions used in this Form 10-Q. These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause GMER’s actual results to be materially different from any future results expressed or implied by GMER in those statements. The most important facts that could prevent GMER from achieving its stated goals include, but are not limited to, the following:

(a)	volatility or decline of our stock price;

(b)	potential fluctuation of quarterly results;

(c)	failure of GMER to achieve revenues or profits;

(d)	inadequate capital to continue or expand our business, and inability to raise additional capital or financing to implement our business plans;

(e)	decline in demand for GMER’s products and services;

(f)	rapid adverse changes in markets;

(g)	litigation with or legal claims and allegations by outside parties against us, including but not limited to challenges to our intellectual property rights; and

(h)	insufficient revenues to cover operating costs.

1	Continue to achieve growth for our intellectual properties via our recently announced mobile gaming initiative.
2	Continue to promote and increase players of the NFT Breeding game MicroBuddies™ to expand revenue generated by the various aspects of game play. In 2023, the Company has plans to expand the engagement of the game to add value to the current player base and bring new players to the experience.
3	Continue to evaluate opportunities that have synergies to our existing business lines and create new revenue streams. In the future, the Company is planning to tie all business lines together with cross-functional products to increase engagement for our players and cross-promote our intellectual properties to a vast demographic as possible.

	September 30, 2023			September 30, 2022
Current Assets	$	237,027		$	1,226,730

Current Liabilities		530,844			388,347

Working Capital (Deficit)	$	(293,818	)	$	838,384

31.1		Certification pursuant to Section 302 of the Sarbanes–Oxley Act of 2002

31.2		Certification pursuant to Section 302 of the Sarbanes–Oxley Act of 2002

32.1		Certification pursuant to Section 906 of the Sarbanes–Oxley Act of 2002

32.2		Certification pursuant to Section 906 of the Sarbanes–Oxley Act of 2002

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	Good Gaming, Inc.
	(the “Registrant”)
Nov 14, 2023
	BY:	/s/ David B. Dorwart
		David B. Dorwart
		Chief Executive Officer
		(Principal Executive Officer)

1.	I have reviewed this Quarterly Report on Form 10–Q of Good Gaming, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Nov 14, 2023	By:	/s/ Domenic Fontana
		Domenic Fontana
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

1.	the Quarterly Report on Form 10–Q of the Company for the period ended September 30, 2023 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.