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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934

 

For the quarterly period ended June 30, 2020

 

Transition Report Under Section 13 or 15(d) of the Securities Exchange Act Of 1934

 

For the transition period from _______________ to _______________

 

Commission File Number: 0-23726

 

ADVANTEGO CORPORATION

(Exact name of registrant as specified in its charter)

 

colorado   84-1116515

(State or other jurisdiction
of incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

3801 East Florida Ave., Ste. 400

Denver, CO 80210

(Address of principal executive offices, including Zip Code)

 

(949) 627-8977

(Issuer’s telephone number, including area code)

 

N/A

 

(Former name or former address if changed since last report)

 

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐ No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

  Large accelerated filer Accelerated filer
  Non-accelerated filer Smaller reporting company
      Emerging growth company

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes ☐ No

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 16,293,303,446 shares of common stock as of October 4, 2023.

 

Securities registered pursuant to Section 12(b) of the Act:

 

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

 

 

 

 

 

 

Table of Contents

 

    Page
       
PART I.
       
Item 1. Financial Statements.  
       
  (a) Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 (Unaudited) 3
       
  (b) Consolidated Statements of Operations for the three and six months ended June 30, 2020 and 2019 (Unaudited) 4
       
  (c) Statement of Changes in Stockholders Deficit for the three and six months ended June 30, 2020 and 2019 (Unaudited) 5
       
  (d) Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019 (Unaudited) 7
       
  (e) Notes to Consolidated Financial Statements (Unaudited) 8
       
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 13
       
Item 4. Controls and Procedures. 15
       
PART II. 15
       
Item 1. Legal Proceedings. 15
Item 1A. Risk Factors. 16
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 16
Item 3. Defaults Upon Senior Securities. 16
Item 4. Mine Safety Disclosures. 16
Item 5. Other Information 16
Item 6. Exhibits. 16
       
Signatures 17

 

2

 

 


Advantego Corporation

Consolidated Balance Sheets

As of June 30, 2020 and December 31, 2019

(Unaudited)

 

         
   June 30,   December 31, 
   2020   2019 
ASSETS        
         
CURRENT ASSETS          
Cash   $-   $3,511 
Accounts receivable   -    2,800 
Prepaid expenses   989    3,227 
Total current assets   989    9,538 
Total Assets  $989   $9,538 
           
LIABILITIES AND STOCKHOLDERS’ DEFICIT          
           
CURRENT LIABILITIES          
Cash drawn in excess of bank balance  $454   $- 
Accounts payable - related parties   217,500    217,500 
Accounts payable   15,566    11,588 
Accrued interest, convertible notes payable   440,968    181,466 
Convertible notes payable (net of unamortized debt discounts of $11,449 and $77,161, and unamortized debt premiums of $68,462 and $774,541 respectively)   2,757,759    3,403,945 
Total current liabilities   3,432,247    3,814,499 
Total Liabilities  $3,432,247   $3,814,499 
           
STOCKHOLDERS’ DEFICIT          
Preferred stock, par value $.01 per share; 10,000,000 shares authorized          
Series A convertible preferred stock; 1,000,000 designated; 980,000 and 80,000 shares issued and outstanding, each year respectively   9,800    800 
Series B convertible preferred stock; 4,500,000 shares designated; 240,000 shares issued and outstanding   2,400    2,400 
Common stock, par value $.0001 per share; shares 300,000,000,000 authorized; 783,029,648 and 487,359,288 shares issued and outstanding, respectively   78,303    48,736 
Additional paid-in capital   1,337,098    655,696 
Accumulated deficit   (4,858,859)   (4,512,593)
Total stockholders’ deficit   (3,431,258)   (3,804,961)
Total Liabilities and Stockholders’ Deficit  $989   $9,538 

 

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

 

3

 

 

Advantego Corporation

Consolidated Statements of Operations

For the Three and Six Months Ended June 30, 2020 and 2019

(Unaudited)

 

                 
   Three Months Ended  

 

Six Months Ended

 
   June 30,  

June 30,

   June 30,   June 30, 
   2020   2019   2020   2019 
REVENUES                
Sales  $-    21,066   $5,773    29,391 
Cost of Sales   -    (15,272)   -    (26,110)
Gross Margin   -    5,794    5,773    3,281 
OPERATING EXPENSES                    
General and administrative   7,919    304,403    18,804    652,152 
Total operating expenses   7,919    304,403    18,804    652,152 
OPERATING LOSS   (7,919)   (298,609)   (13,031)   (648,871)
                     
OTHER INCOME (EXPENSE)                    
Interest expense   (186,315)   (446,384)   (333,235)   (696,536)
Total other income (expense)   (186,315)   (446,384)   (333,235)   (696,536)
Loss before income taxes   (194,234)   (744,993)   (346,266)   (1,345,407)
Income taxes   -    -    -    - 
NET LOSS   (194,234)   (744,993)   (346,266)   (1,345,407)
                     
Basic and diluted loss per share  $(0.00)  $(0.04)  $(0.00)  $(0.08)
Basic and diluted weighted average common shares outstanding   783,029,648    17,077,371    755,379,563    16,896,102 

 

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

 

4

 

 

Advantego Corporation

Consolidated Statement of Changes in Stockholders’ Deficit

For the Three and Six Months Ended June 30, 2020 and 2019

(Unaudited)

 

                                     
   Three Months Ended June 30, 2020 
   Series A   Series B           Additional       Total 
   Preferred   Preferred   Common Stock   Paid-in   Accumulated   Stockholders’ 
   Shares   Amount   Shares   Amount   Shares   Amount   Capital   Deficit   Deficit 
                                     
Balance at March 31, 2020   980,000   $9,800    240,000   $2,400    783,029,648   $78,303   $1,164,125   $(4,664,625)  $(3,409,997)
                                              
Amortization of debt premium   -    -    -    -    -    -    172,973    -    172,973 
                                              
Net loss   -    -    -    -    -    -    -    (194,234)   (194,234)
                                              
Balance at June 30, 2020   980,000   $9,800    240,000   $2,400    783,029,648   $78,303   $1,337,098   $(4,858,859)  $(3,431,258)

 

   Three Months Ended June 30, 2019 
   Series A   Series B           Additional       Total 
   Preferred   Preferred   Common Stock   Paid-in   Accumulated   Stockholders’ 
   Shares   Amount   Shares   Amount   Shares   Amount   Capital   Deficit   Deficit 
Balance at March 31, 2019   -   $-    240,000   $2,400    16,712,819   $1,671   $(1,270,540)  $(2,633,016)  $(3,899,485)
                                              
Shares issued for conversion of notes payable   -    -    -    -    297,618    30    39,970    -    40,000 
                                              
Shares issued for conversion of accrued interest   -    -    -    -    21,399    2    2,683    -    2,685 
                                              
Returnable shares issued   -    -    -    -    361,538    36    137,348    -    137,384 
                                              
Debt premium on convertible notes      -    -    -    -    -    -    (726,265)   -    (726,265)
                                              
Amortization of debt premium   -    -    -    -    -    -    962,544    -    962,544 
                                              
Net loss   -          -    -    -    -    -    -    (744,993)   (744,993)
Balance at June 30, 2019   -   $-    240,000   $2,400    17,393,374   $1,739   $(854,260)  $(3,378,009)  $(4,228,130)

 

5

 

 

   Six Months Ended June 30, 2020 
   Series A   Series B           Additional       Total 
   Preferred   Preferred   Common Stock   Paid-in   Accumulated   Stockholders’ 
   Shares   Amount   Shares   Amount   Shares   Amount   Capital   Deficit   Deficit 
Balance at December 31, 2019   80,000   $800    240,000   $2,400    487,359,288   $48,736   $655,696   $(4,512,593)  $(3,804,961)
                                              
Shares issued for conversion of notes payable   -    -    -    -    96,984,801    9,698    (3,879)   -    5,819 
                                              
Shares issued for conversion of accrued interest   -    -    -    -    198,685,559    19,869    (11,848)   -    8,021 
                                              
Amortization of debt premium   -    -    -    -    -    -    706,079    -    706,079 
                                              
Shares of Series A Preferred Stock issued   900,000    9,000    -    -    -    -    (8,950)   -    50 
                                              
Net loss   -    -    -    -    -    -    -    (346,266)   (346,266)
                                              
Balance at June 30, 2020   980,000   $9,800    240,000   $2,400    783,029,648   $78,303   $1,337,098   $(4,858,859)  $(3,431,258)

 

   Six Months Ended June 30, 2019 
   Series A   Series B           Additional       Total 
   Preferred   Preferred   Common Stock   Paid-in   Accumulated   Stockholders’ 
   Shares   Amount   Shares   Amount   Shares   Amount   Capital   Deficit   Deficit 
Balance at December 31, 2018       -   $-    240,000   $2,400    16,712,819   $1,671   $567,738   $(2,032,602)  $(1,460,793)
                                              
Shares issued for conversion of notes payable   -    -    -    -    297,618    30    39,970    -    40,000 
                                              
Shares issued for conversion of accrued interest   -               -    -    -    21,399    2    2,683    -    2,685 
                                              
Returnable shares issued   -    -    -    -    361,538    36    137,348    -    137,384 
                                              
Debt premium on convertible notes   -    -    -    -    -    -    (3,050,213)   -    (3,050,213)
                                              
Amortization of debt premium   -    -    -    -    -    -    1,448,214    -    1,448,214 
                                              
Net loss   -    -    -    -    -    -    -    (1,345,407)   (1,345,407)
Balance at June 30, 2019   -   $-    240,000   $2,400    17,393,374   $1,739   $(854,260)  $(3,378,009)  $(4,228,130)

 

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

 

6

 

 

Advantego Corporation

Consolidated Statements of Cash Flows

For the Six Months Ended June 30, 2020 and 2019 (Unaudited)

 

         
   June 30, 2020   June 30, 2019 
         
CASH FLOWS FROM OPERATING ACTIVITIES          
Net loss  $(346,266)  $(1,345,407)
Adjustments to reconcile net loss to cash used by operating activities          
Amortization of debt discount   65,712    162,425 
Issuance of preferred stock for services   50    - 
Changes in operating assets and liabilities          
(Increase) decrease in accounts receivable   2,800    (42,530)
(Increase) decrease in prepaid expenses   2,238    (141,258)
Decrease in inventory   -    6,499 
Increase (decrease) in accounts payable   3,978    (6,716)
Increase in deferred revenue   -    45,358 
Decrease in accounts payable - related parties   -    (36,384)
Increase in accrued interest, convertible notes payable   267,523    28,108 
Net cash flows used by operating activities   (3,965)   (1,329,905)
CASH FLOWS FROM INVESTING ACTIVITIES          
Net cash provided by investing activities   -    - 
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Net increase in cash used in excess of bank balance   454    - 
Proceeds from convertible notes payable   -    1,981,550 
Principal payments on convertible notes payable   -    (608,000)
Net cash flows provided by financing activities   454    1,373,550 
NET CHANGE IN CASH   (3,511)   43,645 
           
CASH - BEGINNING OF PERIOD   3,511    91,643 
CASH - END OF PERIOD  $-   $135,288 
           
SUPPLEMENTAL CASH FLOW INFORMATION          
Schedule of Non-cash Investing and Financing Activities:          
Conversion of convertible notes payable into common stock  $5,819   $40,000 
Conversion of accrued interest, convertible notes payable into common stock  $8,021   $2,685 
Recording of premium on convertible debt at stock redemption value  $-   $3,050,213 
Amortization to additional paid in capital of premium on convertible notes payable  $706,079   $1,448,214 
Debt discounts on issuance of convertible notes payable  $-   $118,550 
Returnable shares issued  $-   $137,348 
Cash paid for          
Interest  $-   $506,002 
Income taxes  $-   $- 

 

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

 

7

 

 

ADVANTEGO CORPORATION

 

Notes to Consolidated Financial Statements

June 30, 2020 and 2019 (Unaudited)

 

 

 

Note A – Organization and Business

 

Organization and Nature of Business

 

Advantego Corporation (“Advantego,” “we,” or the “Company”) was originally incorporated in Colorado on July 21, 1988, as Beneficial Capital Financial Services Corp. On February 2, 1995, the Company changed its name to Golden Eagle International, Inc. (“GEII”). From late 2008 through June 2009, GEII engaged in contract gold milling operations in the state of Nevada in the United States. GEII had not had any business operations since it disposed of its wholly owned subsidiary, Golden Eagle International, Inc. (Bolivia), in the first quarter of fiscal 2010. Prior to that time, GEII had been involved in the business of minerals exploration and (prior to 2005) mining and milling operations in Bolivia through that subsidiary. More recently, GEII had been a non-operating corporation seeking to sell its remaining milling plant and equipment and/or merge with an operating company. Advantego Technologies, Inc. (“ATI”) is a Colorado corporation formed on July 29, 2016. On October 27, 2016, GEII completed a reverse merger with ATI, which resulted in a change of control and the perpetuation of ATI’s management and business operations.

 

Effective February 1, 2018 and pursuant to Board authorization and majority shareholder approval, the Company changed its name to Advantego Corporation (amending GEII’s Articles of Incorporation accordingly), cancelled its Series A, C, and D preferred shares, and effected a 1-for-11 reverse stock split on its issued and outstanding shares of common stock that became effective on the OTCQB on February 21, 2018 under the symbol “ADGO.”

 

The Company empowers business innovation as a technical solutions provider developing stand-alone digital and enterprise software products to capitalize on niche opportunities within a specific market. The Company leverages a proprietary Intelligent Solution Platform combining leading third-party technologies with existing data and systems to deliver a turnkey specialized Business Process as a Services (BPaaS) that is both scalable and cost effective.

 

We also provide subscription-based online directory listing services and are a reseller of software that allows potential customers to better locate an auto collision center, or any business, on the internet.

 

Basis of Presentation

 

The accompanying consolidated financial statements represent the operations of Advantego Corporation and its wholly owned subsidiary, Advantego Technologies, Inc., with all intercompany transactions eliminated.

 

Going Concern

 

The consolidated financial statements for the three and six months ended June 30, 2020 and 2019 have been prepared on the going concern basis which assumes that adequate sources of financing will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly, the financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern. The Company has not yet achieved profitable operations, has negative working capital, has accumulated losses of $4,858,859, since its inception through June 30, 2020, and may incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern. We can offer no assurances that we will be able to obtain adequate financing to implement our business plan and remain a going concern.

 

In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic. While the disruption is currently expected to be temporary, there is uncertainty around its duration. As a result of COVID-19 mobility restrictions globally, there have been changes in consumer behavior. We expect these changes in behavior to continue to evolve. The impacts seen to date may continue to create a wider range of outcomes as consumer behaviors and mobility restrictions continue to evolve. The Covid 19 pandemic has impacted our business resulting in the cancellation of certain business contracts and hindered our ability to raise additional capital.

 

8

 

 

Note B – Summary of Significant Accounting Policies

 

Fair Value of Financial Instruments

 

The Company accounts for fair value measurements in accordance with accounting standard ASC 820-10-50, “Fair Value Measurements.” This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:

 

Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 

Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement.

 

The carrying amount of the Company’s current assets and liabilities approximates fair value because of the short-term nature of these items. The carrying amount of convertible notes payable approximates fair value as the individual borrowings bear interest at market interest rates and are also short-term in nature.

 

Use of Estimates

 

Preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates, and such differences may be material to the financial statements.

 

Concentration of Credit Risk

 

From time to time our cash balances, held at major financial institutions, exceed the federally insured limits of $250,000. Our management believes that the financial institutions are financially sound, and the risk of loss is low. Our cash balances did not exceed federally insured limits at June 30, 2020 or December 31, 2019.

 

Cash and Cash Equivalents

 

For the statement of cash flows, any liquid investments with a maturity of three months or less at the time of acquisition are considered to be cash equivalents. The Company had no cash equivalents at June 30, 2020 or December 31, 2019.

 

Revenue Recognition

 

The Company recognizes revenue from the sale of products and services in accordance with ASC 606, “Revenue from Contracts with Customers” following the five steps procedure:

 

Step 1: Identify the contract(s) with customers

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to performance obligations

Step 5: Recognize revenue when the entity satisfies a performance obligation

 

Prior to April 1, 2020, the Company generated revenue from online directory and digital signage components of its ongoing licensing services it provides to third parties. Revenue from online directory services is recognized over the life of the agreement ranging from one to twelve months. Revenue from digital signage control boxes is recognized at the time of sale and renewal fees are amortized over the term of the renewal, ranging from one to twelve months. The Company recognized $0 and $218 in online listing sales during the three months ended June 30, 2020 and 2019, respectively. The Company recognized $2,373 and $218 in online listing sales during the six months ended June 30, 2020 and 2019, respectively. The Company recognized $0 and $20,848 in digital signage sales during the three months ended June 30, 2020 and 2019, respectively. The Company recognized $3,400 and $29,173 in digital signage sales during the six months ended June 30, 2020 and 2019, respectively. Cost of goods sold for the three and six months ended June 20, 2019 totaled $15,272 and $26,110, respectively. There was no cost of goods sold for the three and six months ended June 30, 2020.

 

9

 

 

Stock Based Compensation

 

We measure stock-based compensation cost at the estimated fair value of the awards on the grant date. We recognize the cost over the requisite service period, which is typically the vesting period.

 

Income (Loss) Per Share

 

The computation of basic earnings (loss) per common share is based on the net income (loss) divided by the weighted average number of shares outstanding during each period.

 

The computation of diluted earnings (loss) per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents as detailed in the following chart. During the three and six months ended June, 2020 and 2019, the inclusion of these common stock equivalents on the consolidated statements of operations would have resulted in a diluted weighted average shares number that was anti-dilutive, and as such they are excluded.

 

Fully diluted shares for the three and six months ended June 30, 2020 and 2019 are as follows:

 

   June 30, 2020   June 30, 2019   June 30, 2020   June 30, 2019 
   Three Months Ended   Six Months Ended 
   June 30, 2020   June 30, 2019   June 30, 2020   June 30, 2019 
Basic weighted average shares outstanding   783,029,648    17,077,371    755,379,563    16,896,102 
Convertible debt   31,426,621,900    13,577,043    30,611,980,800    6,974,085 
Series B preferred stock   10,909    10,909    10,909    10,909 
Series A preferred stock   980,000    -    980,000    - 
Fully diluted weighted average shares outstanding   32,210,642,457    30,665,323    31,368,351,272    23,881,096 

 

Income Taxes

 

Income taxes are accounted for under the liability method. Under the liability method, future tax liabilities and assets are recognized for the estimated future tax consequences attributable to differences between the amounts reported in the financial statements and their respective tax bases. Future tax assets and liabilities are measured using enacted or substantially enacted income tax rates expected to apply when the asset is realized, or the liability settled.

 

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax law and rates on the date of enactment.

 

Effect of New Accounting Pronouncements

 

There are no recent accounting pronouncements that are expected to have a material impact on our financial position, results of operations or cash flows.

 

10

 

 

Note C – Convertible Notes Payable

 

Convertible Notes Payable

 

We have uncollateralized convertible debt obligations with unaffiliated investors outstanding at June 30, 2020 and December 31, 2019 as follows:

 

 

   June 30, 2020   December 31, 2019 
Note  Principal   Less Debt Discount   Plus Premium   Net Note Balance   Accrued Interest   Principal   Less Debt Discount   Plus Premium   Net Note Balance   Accrued Interest 
(a)  $65,187   $-   $-   $65,187   $9,503   $66,691   $-   $-   $66,691   $5,177 
(c)   45,610    -    -    45,610    13,514    49,925    -    -    49,925    8,584 
(i)   273,000    -    -    273,000    36,312    273,000    -    -    273,000    11,070 
(k)   67,101    -    -    67,101    11,019    67,101    (1,076)   10,293    76,318    6,156 
(n)   8,800    (7,716)   40,932    42,016    -    8,800    (10,066)   53,399    52,133    - 
(o)   100,000    -    -    100,000    18,991    100,000    (62)   17,542    117,480    8,750 
(p)   26,540    -    -    26,540    4,430    26,540    (982)   10,833    36,391    1,254 
(q)   200    -    -    200    4,948    200    (369)   15,757    15,588    4,936 
(r)   610,000    -    -    610,000    98,064    610,000    (10,792)   267,243    866,451    433,615 
(s)   85,380    -    -    85,380    53,589    85,380    (3,514)   18,741    100,607    5,940 
(t)   63,000    -    -    63,000    9,952    63,000    (1,157)   19,247    81,090    5,061 
(u)   282,000    -    -    282,000    40,380    282,000    -    -    282,000    14,284 
(v)   40,000    -    -    40,000    4,846    40,000    (2,938)   9,685    46,747    2,567 
(w)   65,185    (518)   2,004    66,671    7,763    65,185    (6,004)   23,218    82,399    3,632 
(x)   165,800    -    -    165,800    18,201    165,800    (6,800)   45,333    204,333    9,934 
(y)   200,000    -    -    200,000    20,634    200,000    (7,535)   99,537    292,002    10,278 
(z)   63,000    (289)   1,867    64,578    12,276    63,000    (3,539)   22,867    82,328    2,296 
(aa)   282,641    (799)   3,865    285,707    52,223    282,641    (7,049)   34,113    309,705    35,311 
(bb)   69,300    (958)   3,208    71,550    5,795    69,300    (7,858)   26,308    87,750    2,685 
(cc)   100,000    (800)   5,926    105,126    9,097    100,000    (5,300)   39,259    133,959    4,111 
(dd)   88,000    (369)   10,662    98,293    9,431    88,000    (2,118)   61,168    147,048    4,165 
Totals  $2,700,744   $(11,449)  $68,464   $2,757,759   $440,968   $2,706,563   $(77,159)  $ 774,541   $3,403,945   $181,466 

 

From January 17, 2019, through August 7, 2019, the Company issued nineteen (19) Convertible Promissory Notes to third parties ranging in face values from a low of $40,000 to a high of $610,000 all with maturity dates ranging of nine (9) months to one (1) year. Annual interest rates ranged from a low of 0% to a high of 12%. All notes are convertible at any time after 6 months of the funding of the note into a variable number of the Company’s common stock, based on a conversion rate from 58% to 62% of the of the lowest trading price from a range of 15 to 25 of the previous days to conversion. When the Company received proceeds, proceeds ranged from $31,800 to $557,500, after disbursements for the lender’s transaction costs, fees and expenses which in aggregate resulted in a total discount ranging from $500 to $52,500 that are amortized to interest expense over the life of each note. Additionally, the note’s variable conversion rate component requires that the note be valued at its stock redemption value (i.e., “if-converted” value) pursuant to ASC 480, Distinguishing Liabilities from Equity, with the excess over the note’s undiscounted face value being deemed a premium to be added to the principal balance and amortized to additional paid-in capital over the life of the note. As such, the Company recorded premiums on the note(s) ranging from $42,200 to $1,300,101 as a reduction to additional paid-in capital based on a discounted “if-converted” rates from $ .04 to $ .33 per share based on the trading prices ranging from 15 to 25 days preceding the note’s issuance), which computed to a range of 181,159 to 3,080,808 shares ‘if converted’ common stock with redemption values between $67,029 and $191,101 due to the range from $.06 to $.45 per share fair market value of the Company’s stock on the note’s date of issuance. Debt discount amortization is recorded as interest expense, while debt premium amortization is recorded as an increase to additional paid-in capital.

 

During the six months ended June 30, 2020 and 2019, the Company received $0 and $1,981,550, respectively, in proceeds from issuance of convertible notes, and made repayments of $0 and $608,000, respectively. During the six months ended June 30, 2020, and 2019, the Company converted $5,819 and $40,000, respectively, in principal and $8,021 and $2,685, respectively, in accrued interest on convertible notes to common stock. Debt discount and premium amortizations for the six months ended June 30, 2020, totaled $65,712 and $706,079, respectively, while interest expense was $333,235. Debt discount and premium amortizations for the six months ended June 30, 2019, totaled $162,425 and $1,448,214, respectively, while interest expense was $696,536.

 

Note D – Stockholders’ Equity

 

Common Stock

 

On March 11, 2020, the board of directors amended the Articles of Incorporation to increase the number of authorized common shares to 300,000,000,000 with a par value of $.0001 per share. On June 30, 2020 and December 31, 2019 there were 783,029,648 and 487,359,288 shares issued and outstanding respectively.

 

11

 

 

During the six months ended June 30, 2020 and 2019, unaffiliated holders of our convertible notes payable elected to convert $5,819 and $40,000 of principal into 96,984,801 and 297,618 shares of our common stock, respectively, and $8,021 and $2,685 in accrued interest into 198,685,559 and 21,399 shares of common stock, respectively, at prices per share discounted from the stock’s fair market value on each conversion date based on discount rates specified in each respective note.

 

In May 2019, the Company issued 361,538 shares of common stock (“Returnable Shares) to a lender as a commitment fee. The Returnable Shares were to be returned to the Company if the note was fully repaid and satisfied prior to 180 days from the issue date. As such, the Returnable Shares were valued at $0.38 fair market value on their date of issuance (the grant date), and their total value of $137,384 was initially recorded as a prepaid expense. The underlying note was not repaid prior to 180 days from the issue date, and the value was expensed in full in November 2019.

 

Preferred Stock

 

Our Articles of Incorporation provide that we may issue up to 10,000,000 shares of various series of preferred stock. Subject to the requirements of the Colorado Business Corporation Act, the Board of Directors may issue the preferred stock in series with rights and preferences as the Board of Directors may determine appropriate, without shareholder approval.

 

The Company has designated 4,500,000 Series B Convertible Preferred shares, of which 240,000 shares were issued and outstanding at June 30, 2020 and December 31, 2019. These 240,000 Series B shares are convertible into 10,909 common shares. There were no issuances of Series B convertible preferred stock during the six months ended June 30, 2020 or 2019.

 

The Company has also designated 150,000 shares of Series A Convertible Preferred Shares. These shares entitle the holder to $.01 per share dividend when declared by the Board of Directors, and 1,000 votes on all matters submitted to a vote by the shareholders. Each Series A convertible share may be converted into one share of our common stock. There were 980,000 and 80,000 shares of Series A convertible preferred stock at June 30, 2020 and December 31, 2019, respectively.

 

On January 15, 2020, Robert W. Ferguson, our CEO, and Fred J. Popke, our COO, were each issued 450,000 shares of Series A convertible preferred stock in exchange for $25 each in services rendered. There were no issuances of Series A convertible preferred stock during the six months ended June 30, 2019.

 

Note E – Related Party Transactions

 

We incur various consulting, management, and software licensing expenses with our officers, directors, and companies owned by our officers and directors. During the six months ended June 30, 2020 and 2019, we incurred $0 and $234,756, respectively, with these individuals and companies, and we had payable balances of $217,500 at June 30, 2020 and December 31, 2019.

 

Note F – Prepaid Expenses

 

   June 30, 2020   December 31, 2019 
Prepaid insurance  $-   $2,238 
Deposits for office leases   989    989 
Total  $989   $3,227 

 

Note G – Subsequent Events

 

The Company has analyzed events occurring subsequent to June 30, 2020, through the date these financial statements were issued, and noted the following material items requiring disclosure herein:

 

During the subsequent period from July 1, 2020, through October 4, 2023, unaffiliated holders of our convertible notes payable elected to convert $2,136,062 of principal interest and fees into 15,510,263,295 shares of our common stock at prices ranging from $.00003 to $.001 per share at rates discounted from the stock’s fair market value on each conversion date based on discount rates specified in each respective note. These conversions include $1,674,041 of principal into 12,453,421,867 shares of our common stock and $481,036 in accrued interest into 2,750,751,270 shares of common stock. Unaffiliated convertible debt holders were issued 306,090,158 shares of common stock in exchange for $27,010 in conversion fees.

 

12

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Throughout this Quarterly Report on Form 10-Q Advantego Corporation is referred to as “we,” “our,” “us,” the “Company,” or “Advantego.”

 

Advantego Corporation (“Advantego,” formerly Golden Eagle International, Inc., or “GEII”) was incorporated in Colorado on July 21, 1988. GEII had previously engaged in contract gold milling operations primarily in the state of Nevada in the United States. Advantego Technologies, Inc. is a California corporation formed on July 29, 2016. On October 27, 2016, the Company acquired 100% stock ownership of Advantego Technologies, Inc. in exchange for 11,628,636 (post-split) shares of the Company’s common stock. The stock exchange was deemed a reverse merger, as the management and operations of Advantego have continued, and Advantego’s management received in the aggregate a majority ownership in GEII as a result of the stock exchange.

 

On February 1, 2018, we changed our name from GEII to Advantego Corporation and our trading symbol from MYNG to ADGO. On January 31, 2018, our shareholders approved a 1-for-11 reverse stock split, which was effective February 22, 2018. Unless otherwise indicated, all per-share information in this report has been adjusted to reflect this reverse stock split. All references to “the Company,” “we,” “us,” or “our,” include the operations of Advantego Technologies, Inc. consolidated with Advantego.

 

The Company empowers business innovation as a technical solutions provider developing stand-alone digital and enterprise software products to capitalize on niche opportunities within a specific market. The Company leverages a proprietary Intelligent Solution Platform combining leading third-party technologies with existing data and systems to deliver a turnkey specialized Business Process as a Services (BPaaS) that is both scalable and cost effective.

 

The Company offers a variety of stand-alone products tailored specifically to targeted industries as well as combining these with multiple software applications for large enterprises, affiliate networks and franchise operators delivering comprehensive, all-inclusive, managed bundled solutions.

 

Additional services include Product Design, Engineering and Manufacturing services; Custom Enterprise Software development; and Licensing of Intellectual Property from its vast library of strategic partners. This provides a “one-stop-shop” for our customers.

 

We maintain a small core group of employees and outsource most of our Product Development, Product Maintenance, Sales and Marketing, Accounting, Investor Relations, Legal, and Project Management services. We feel this approach is more cost-effective, provides greater flexibility, and resources can be applied quickly to specific projects and tasks as needed.

 

We launched our field testing of various products and services in May 2017 and commenced fulfillment of a revenue generating contract of our digital signage product to a network of certified auto care collision centers in March of 2018 throughout the United States during the year ended December 31, 2018. The digital signage allows the auto care collision centers to display, on a large television screen or counter displays, information concerning the center, their certifications and other informational and promotional content associated with the automotive industry.

 

We also provide subscription-based online directory listing services and we are a reseller of software that allows potential customers to better locate an auto collision center or any business on the internet. As of December 31, 2019, 25 auto care collision centers were using this software.

 

Beginning in March of 2018 and continuing through the end of 2019, management began a campaign to attract and associate with certain companies that had proprietary and patented technology in the hopes that if the opportunity arose, the Company could utilize these technologies in the development of new products internally or help facilitate the development of new products that these new strategic partners might like to develop and distribute.

 

This approach continued throughout 2019 until it became apparent that the Company’s strategic technical partners had limited capital capabilities and fell short of the potential of what management thought could be achieved with them. We learned that a catastrophe, such as Covid 19, would devastate many small private and public companies because of their limited surplus capital. Since that time, no further strategic partnership agreements were sought by the Company because of the lack of financial capability in most of the potential associates. Any and all commitments that Advantego had agreed to with its strategic partners have since been terminated or run their course. The Company, therefore, has no obligations or contingent liabilities from its relationship with these strategic partners moving forward.

 

13

 

 

The Company did use proprietary technology owned by Badu Networks to develop a revenue producing service (“eLobby”). eLobby was a digital signage solution that was delivered to a network of 1,250 auto care collision centers around the US. The client, however, decided not to renew the recurring licenses or to purchase any additional ones thus eliminating any recurring revenue the Company had expected to realize.

 

Additionally, we also resold subscription-based online directory listing services which allowed potential customers to better locate an auto collision center on the internet.

 

As of June 30, 2020, the Company does not expect anything of substance to develop in the future from the relationships it has established with its strategic partners, and the Company has recognized only minimal revenue in 2020. The Company will not be expending any further resources to enhance any existing service or try to adapt the present technologies of its strategic partners to new opportunities.

 

In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic. While the disruption is currently expected to be temporary, there is uncertainty around its duration. As a result of COVID-19 mobility restrictions globally, there have been changes in consumer behavior. We expect these changes in behavior to continue. The impacts seen to date may continue to create a wider range of outcomes as consumer behaviors and mobility restrictions continue to evolve.

 

The Covid 19 pandemic has impacted our business resulting in the cancellation of certain business contracts and hindered our ability to raise additional capital, specifically: Trivver, Badu, Interscope, Alliance, Angel Investment Network, Aftermaster, ASKA and Hooray.

 

Contractual Obligations

 

There were no other material changes to our contracts not previously reported.

 

Results of Operations for the Three and Six Months Ended June 30, 2020 and 2019

 

During the three months ended June 30, 2020 and 2019, we had revenues of $0 and $21,066, respectively. The related cost of sales for the three months ended June 30, 2020 and 2019 was $0 and $15,272, respectively. The decrease in revenue was the result of the wind down of renewal fees for our digital signage service and service for our digital signage product to a network of certified auto care collision centers in the United States during the later parts of 2019. Similarly, our cost of sales decreased as we had no renewal costs. As a result, gross margin for the three months ended June 30, 2020 decreased to $0 from $5,794 during the same period during 2019. Our general and administrative expenses totaled $7,919 and $304,403 for the three months ended June 30, 2020 and 2019, respectively. The decrease in general and administrative expenses was primarily the result of wind down of operations as a result of the lack of cash and the onset of the Covid pandemic. Interest expense was $186,315 and $446,384 during the three months ended June 30, 2020 and 2019, respectively. The decrease during 2020 was due to conversion of a portion of our convertible notes payable into common stock, resulting in a lower principal balance on which to accrue interest.

 

During the six months ended June 30, 2020 and 2019, we had revenues of $5,773 and $29,391, respectively. The related cost of sales for the six months ended June 30, 2020 and 2019 was $0 and $26,110, respectively. The decrease in revenue was the result of the wind down of renewal fees for our digital signage service and service for our digital signage product to a network of certified auto care collision centers in the United States during the later parts of 2019. Similarly, our cost of sales decreased as we had no renewal costs. As a result, gross margin for the six months ended June 30, 2020 increased to $5,773 from $3,281 during the same period during 2019. Our general and administrative expenses totaled $18,804 and $652,152 for the six months ended June 30, 2020 and 2019, respectively. The decrease in general and administrative expenses was primarily the result of wind down of operations as a result of the lack of cash and the onset of the Covid pandemic. Interest expense was $333,235 and $696,536 during the six months ended June 30, 2020 and 2019, respectively. The decrease during 2020 was due to conversion of a portion of our convertible notes payable into common stock, resulting in a lower principal balance on which to accrue interest.

 

Liquidity and Capital Resources

 

Our primary sources and (uses) of cash for the six months ended June 30, 2020 and 2019 were as follows:

 

   2020   2019 
Cash (used) by operating activities  $(3,965)  $(1,329,905)
Cash from investing activities  $-   $- 
Cash provided by financing activities  $454   $1,373,550 

 

14

 

 

During the six months ended June 30, 2020, operating activities used $3,965, which consisted of a net loss of $346,266, offset by non-cash expenses of $65,712 in debt discount amortization and $50 in stock-based compensation, as well as a net change in operating assets and liabilities of $276,539. Financing activities for the six months ended June 30, 2020 was comprised solely of $454 in cash used in excess of bank balance. We didn’t have any investing activities during the six months ended June 30, 2020.

 

During the six months ended June 30, 2019, we used $1,329,905 in operating activities, which consisted of a net loss of $1,345,407, offset by $162,425 in debt discount amortization and net change in operating assets and liabilities of $146,923. Also, during the six months ended June 30, 2019, we received $1,373,550 from financing activities, consisting of $1,981,550 in proceeds from convertible notes, offset by repayments of convertible notes of $608,000. We did not have any investing activities during the six months ended June 30, 2019.

 

See Note B to the June 30, 2020 financial statements included as part of this report, for a description of our significant accounting policies.

 

See Note C to the June 30, 2020 financial statements, which are a part of this report, for a discussion of our convertible notes payable.

 

Off-Balance Sheet Arrangements

 

None.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not Applicable. The Company is a “smaller reporting company.”

 

Item 4. Controls and Procedures.

 

An evaluation was carried out under the supervision and with the participation of our management, including our Principal Executive and Financial Officers of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report on Form 10-Q. Disclosure controls and procedures are procedures designed with the objective of ensuring that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, such as this Form 10-Q, is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and is communicated to our management, including our Principal Executive and Financial Officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on that evaluation, our management concluded that, as of June 30, 2020, our disclosure controls and procedures were not effective for the following reasons:

 

  the lack of formal written documentation relating to the design of our controls.
   
  we did not maintain adequate segregation of duties related to job responsibilities for initiating, authorizing, and recording of certain transactions due to the small size of our company.

 

Notwithstanding the above, a controls system cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 

Changes in Internal Control over Financial Reporting

 

There was no change in our internal control over financial reporting during the quarter ended June 30, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

PART II.

 

Item 1. Legal Proceedings.

 

The Company is not a party to any material pending legal proceedings and, to the best of its knowledge; its properties are not the subject of any such proceedings.

 

15

 

 

Item 1A. Risk Factors.

 

See the Going Concern statement listed in Footnote A.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

There were no issuances of our common stock that have not previously been reported.

 

Item 3. Defaults Upon Senior Securities.

 

Not Applicable.

 

Item 4. Mine Safety Disclosures.

 

Not Applicable.

 

Item 5. Other Information.

 

None.

 

Item 6. Exhibits.

 

Exhibits   Description
     
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   Certification pursuant to Section 906 of the Sarbanes-Oxley Act.
     
101.INS   Inline XBRL Instance Document
101.SCH   Inline XBRL Taxonomy Extension Schema Document
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

16

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  ADVANTEGO CORPORATION
     
October 4, 2023 By: /s/ Robert W. Ferguson
    Robert W. Ferguson, Principal Executive Officer
     
October 4, 2023 By: /s/ Tracy A. Madsen
   

Tracy A. Madsen, Principal Financial and

Accounting Officer

 

17

 

 

EXHIBIT 31.1

 

CERTIFICATIONS

 

I, Robert Ferguson, certify that;

 

1. I have reviewed this quarterly report on Form 10-Q of Advantego Corporation;

 

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 the 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(s) 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 condensed 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

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

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.

 

October 4, 2023 By: /s/ Robert W. Ferguson
    Robert W. Ferguson
    Principal Executive Officer

 

   

 

 

EXHIBIT 31.2

 

CERTIFICATIONS

 

I, Tracy A. Madsen, certify that;

 

1. I have reviewed this quarterly report on Form 10-Q of Advantego Corporation;

 

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 the 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(s) 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 condensed 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

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

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.

 

October 4, 2023 By: /s/ Tracy A. Madsen
    Tracy A. Madsen
    Principal Financial Officer

 

   

 

 

EXHIBIT 32

 

In connection with the Quarterly Report of Advantego Corporation (the “Company”) on Form 10-Q for the period ending June 30, 2020 as filed with the Securities and Exchange Commission (the “Report”), Robert Ferguson, the Principal Executive Officer, and Tracy A. Madsen, the Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of their knowledge:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
     
  (2) The information contained in the Report fairly presents, in all material respects the financial condition and results of operations of the Company.

 

October 4, 2023 By: /s/ Robert W. Ferguson
    Robert W. Ferguson, Principal Executive Officer
     
October 4, 2023 By: /s/ Tracy A. Madsen
    Tracy A. Madsen, Principal Financial Officer

 

   

 

v3.23.3
Cover - shares
6 Months Ended
Jun. 30, 2020
Oct. 04, 2023
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2020  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2020  
Current Fiscal Year End Date --12-31  
Entity File Number 0-23726  
Entity Registrant Name ADVANTEGO CORPORATION  
Entity Central Index Key 0000869531  
Entity Tax Identification Number 84-1116515  
Entity Incorporation, State or Country Code CO  
Entity Address, Address Line One 3801 East Florida Ave.  
Entity Address, Address Line Two Ste. 400  
Entity Address, City or Town Denver  
Entity Address, State or Province CO  
Entity Address, Postal Zip Code 80210  
City Area Code (949)  
Local Phone Number 627-8977  
Entity Current Reporting Status No  
Entity Interactive Data Current No  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   16,293,303,446
v3.23.3
Consolidated Balance Sheets (Unaudited) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
CURRENT ASSETS    
Cash $ 3,511
Accounts receivable 2,800
Prepaid expenses 989 3,227
Total current assets 989 9,538
Total Assets 989 9,538
CURRENT LIABILITIES    
Cash drawn in excess of bank balance 454
Accrued interest, convertible notes payable 440,968 181,466
Convertible notes payable (net of unamortized debt discounts of $11,449 and $77,161, and unamortized debt premiums of $68,462 and $774,541 respectively) 2,757,759 3,403,945
Total current liabilities 3,432,247 3,814,499
Total Liabilities 3,432,247 3,814,499
STOCKHOLDERS’ DEFICIT    
Common stock, par value $.0001 per share; shares 300,000,000,000 authorized; 783,029,648 and 487,359,288 shares issued and outstanding, respectively 78,303 48,736
Additional paid-in capital 1,337,098 655,696
Accumulated deficit (4,858,859) (4,512,593)
Total stockholders’ deficit (3,431,258) (3,804,961)
Total Liabilities and Stockholders’ Deficit 989 9,538
Series A Convertible Preferred Stock [Member]    
STOCKHOLDERS’ DEFICIT    
Preferred Stock Value 9,800 800
Series B Convertible Preferred Stock [Member]    
STOCKHOLDERS’ DEFICIT    
Preferred Stock Value 2,400 2,400
Related Party [Member]    
CURRENT LIABILITIES    
Accounts payable 217,500 217,500
Nonrelated Party [Member]    
CURRENT LIABILITIES    
Accounts payable $ 15,566 $ 11,588
v3.23.3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Unamortized debt discounts $ 11,449 $ 77,161
Unamortized debt premium $ 68,462 $ 774,541
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 10,000,000 10,000,000
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 300,000,000,000 300,000,000,000
Common stock, shares issued 783,029,648 487,359,288
Common stock, shares outstanding 783,029,648 487,359,288
Series A Convertible Preferred Stock [Member]    
Preferred stock, shares authorized 1,000,000 1,000,000
Preferred stock, shares issued 980,000 80,000
Preferred stock, shares outstanding 980,000 80,000
Series B Convertible Preferred Stock [Member]    
Preferred stock, shares authorized 4,500,000 4,500,000
Preferred stock, shares issued 240,000 240,000
Preferred stock, shares outstanding 240,000 240,000
v3.23.3
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
REVENUES        
Sales $ 21,066 $ 5,773 $ 29,391
Cost of Sales (15,272) (26,110)
Gross Margin 5,794 5,773 3,281
OPERATING EXPENSES        
General and administrative 7,919 304,403 18,804 652,152
Total operating expenses 7,919 304,403 18,804 652,152
OPERATING LOSS (7,919) (298,609) (13,031) (648,871)
OTHER INCOME (EXPENSE)        
Interest expense (186,315) (446,384) (333,235) (696,536)
Total other income (expense) (186,315) (446,384) (333,235) (696,536)
Loss before income taxes (194,234) (744,993) (346,266) (1,345,407)
Income taxes
NET LOSS $ (194,234) $ (744,993) $ (346,266) $ (1,345,407)
Basic loss per share $ (0.00) $ (0.04) $ (0.00) $ (0.08)
Diluted loss per share $ (0.00) $ (0.04) $ (0.00) $ (0.08)
Basic weighted average common shares outstanding 783,029,648 17,077,371 755,379,563 16,896,102
Diluted weighted average common shares outstanding 783,029,648 17,077,371 755,379,563 16,896,102
v3.23.3
Consolidated Statement of Changes in Stockholders' Deficit (Unaudited) - USD ($)
Preferred Stock [Member]
Series A Convertible Preferred Stock [Member]
Preferred Stock [Member]
Series B Convertible Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance at Dec. 31, 2018 $ 2,400 $ 1,671 $ 567,738 $ (2,032,602) $ (1,460,793)
Balance, shares at Dec. 31, 2018 240,000 16,712,819      
Amortization of debt premium 1,448,214 1,448,214
Net loss (1,345,407) (1,345,407)
Shares issued for conversion of notes payable $ 30 39,970 40,000
Shares issued for conversion of notes payable, shares     297,618      
Shares issued for conversion of accrued interest $ 2 2,683 2,685
Shares issued for conversion of accrued interest, shares     21,399      
Returnable shares issued $ 36 137,348 137,384
Returnable shares issued, shares     361,538      
Debt premium on convertible notes (3,050,213) (3,050,213)
Balance at Jun. 30, 2019 $ 2,400 $ 1,739 (854,260) (3,378,009) (4,228,130)
Balance, shares at Jun. 30, 2019 240,000 17,393,374      
Balance at Mar. 31, 2019 $ 2,400 $ 1,671 (1,270,540) (2,633,016) (3,899,485)
Balance, shares at Mar. 31, 2019 240,000 16,712,819      
Amortization of debt premium 962,544 962,544
Net loss (744,993) (744,993)
Shares issued for conversion of notes payable $ 30 39,970 40,000
Shares issued for conversion of notes payable, shares     297,618      
Shares issued for conversion of accrued interest $ 2 2,683 2,685
Shares issued for conversion of accrued interest, shares     21,399      
Returnable shares issued $ 36 137,348 137,384
Returnable shares issued, shares     361,538      
Debt premiu