UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarter ended September 30, 2014
Commission File Number: 333-169531
EMPIRE
GLOBAL GAMING, INC.
(Exact name of registrant
as specified in its charter)
Nevada |
|
27-2529852 |
(State or jurisdiction of
incorporation or organization) |
|
(I.R.S. Employer
Identification
Number) |
|
|
|
555 Woodside Avenue
Bellport,
New York 11713 |
|
11713 |
(Address of principal executive offices) |
|
(Zip code) |
(877) 643-3200
(Registrant’s telephone number,
including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 T No ☐
Indicate by check mark whether the registrant has submitted electronically
and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post
such files).
Yes T No £.
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer |
£ |
|
Accelerated Filer |
£ |
Non-Accelerated Filer |
£ |
|
Smaller Reporting Company |
T |
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).
Yes £ No T
There were 57,301,000 shares of common stock outstanding as of November
12, 2014.
TABLE OF CONTENTS
_________________
|
|
Page |
|
PART I -
FINANCIAL INFORMATION |
|
|
|
|
ITEM 1. |
FINANCIAL STATEMENTS |
3 - 8 |
ITEM 2. |
MANAGEMENT’S DISCUSSION
AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
9 |
ITEM 3. |
QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK |
11 |
ITEM 4 |
CONTROLS AND PROCEDURES |
11 |
|
|
|
|
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 |
12 |
ITEM 3. |
DEFAULTS UPON SENIOR SECURITIES |
12 |
ITEM 4. |
MINE SAFETY DISCLOSURES |
12 |
ITEM 5. |
OTHER INFORMATION |
12 |
ITEM 6. |
EXHIBITS |
12 |
SIGNATURES |
13 |
EXHIBITS |
|
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
EMPIRE GLOBAL GAMING, INC.
BALANCE SHEETS
(Unaudited)
| |
September 30 | | |
December 31, | |
| |
2014 | | |
2013 | |
ASSETS |
| |
| | |
| |
CURRENT ASSETS: | |
| | |
| |
Cash | |
$ | 525 | | |
$ | 4,308 | |
Inventory | |
| - | | |
| 19,067 | |
Prepaid expenses | |
| - | | |
| 50,000 | |
Total current assets | |
| 525 | | |
| 73,375 | |
| |
| | | |
| | |
Property and equipment, net of
accumulated depreciation of $2,200 and $1,600, respectively | |
| 1,800 | | |
| 2,400 | |
| |
| | | |
| | |
Total assets | |
$ | 2,325 | | |
$ | 75,775 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) |
| |
| | | |
| | |
CURRENT LIABILITIES: | |
| | | |
| | |
Accounts payable and accrued expenses | |
$ | 19,940 | | |
$ | 11,379 | |
Total current liabilities | |
| 19,940 | | |
| 11,379 | |
| |
| | | |
| | |
LONG TERM LIABILITIES: | |
| | | |
| | |
Notes Payable - Stockholders | |
| 54,720 | | |
| 39,220 | |
| |
| | | |
| | |
Total liabilities | |
| 74,660 | | |
| 50,599 | |
| |
| | | |
| | |
STOCKHOLDERS' EQUITY (DEFICIT): | |
| | | |
| | |
Common stock: $0.001 par value; 980,000,000 authorized, 57,301,000
shares issued and outstanding as of September 30, 2014 and December 31, 2013. | |
| 57,301 | | |
| 57,301 | |
Additional paid-in capital | |
| 664,099 | | |
| 664,099 | |
Accumulated deficit | |
| (793,735 | ) | |
| (696,224 | ) |
Total stockholders' equity (deficit) | |
| (72,335 | ) | |
| 25,176 | |
| |
| | | |
| | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | |
$ | 2,325 | | |
$ | 75,775 | |
The accompanying notes are an integral part
of these interim financial statements.
EMPIRE GLOBAL GAMING, INC.
STATEMENT OF OPERATIONS
(UNAUDITED)
| |
For the three | | |
For the three | | |
For the nine | | |
For the nine | |
| |
months ended | | |
months ended | | |
months ended | | |
months ended | |
| |
September 30,
2014 | | |
September 30,
2013 | | |
September 30,
2014 | | |
September 30,
2013 | |
| |
| | |
| | |
| | |
| |
REVENUES: (See Note 4) | |
| | |
| | |
| | |
| |
Fee income | |
$ | 89 | | |
$ | 230 | | |
$ | 303 | | |
$ | 506 | |
Related party sales | |
| - | | |
| - | | |
| - | | |
| 10,243 | |
| |
| 89 | | |
| 230 | | |
| 303 | | |
| 10,749 | |
| |
| | | |
| | | |
| | | |
| | |
COST OF GOODS SOLD | |
| - | | |
| 24 | | |
| - | | |
| 3,356 | |
| |
| | | |
| | | |
| | | |
| | |
GROSS PROFIT | |
| 89 | | |
| 206 | | |
| 303 | | |
| 7,393 | |
| |
| | | |
| | | |
| | | |
| | |
GENERAL & ADMINISTRATIVE EXPENSES: | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
General & administrative | |
| 8,201 | | |
| 94,763 | | |
| 76,859 | | |
| 258,098 | |
Inventory write-down | |
| 19,067 | | |
| - | | |
| 19,067 | | |
| - | |
| |
| 27,268 | | |
| 94,763 | | |
| 95,926 | | |
| 258,098 | |
| |
| | | |
| | | |
| | | |
| | |
OPERATING LOSS | |
| (27,119 | ) | |
| (94,557 | ) | |
| (95,623 | ) | |
| (250,705 | ) |
| |
| | | |
| | | |
| | | |
| | |
OTHER EXPENSE: | |
| | | |
| | | |
| | | |
| | |
Interest expense | |
| (1,004 | ) | |
| (98 | ) | |
| (1,888 | ) | |
| (268 | ) |
| |
| (1,004 | ) | |
| (98 | ) | |
| (1,888 | ) | |
| (268 | ) |
| |
| | | |
| | | |
| | | |
| | |
NET LOSS | |
$ | (28,183 | ) | |
$ | (94,655 | ) | |
$ | (97,511 | ) | |
$ | (250,973 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net loss per common share - basic and diluted | |
$ | (0.00 | ) | |
$ | (0.00 | ) | |
$ | (0.00 | ) | |
$ | (0.00 | ) |
| |
| | | |
| | | |
| | | |
| | |
Weighted average of common shares outstanding | |
| 57,301,000 | | |
| 57,301,000 | | |
| 57,301,000 | | |
| 55,158,143 | |
The accompanying notes are an integral part
of these interim financial statements.
EMPIRE GLOBAL GAMING, INC.
STATEMENT OF CASH FLOWS
(UNAUDITED)
| |
For the nine | | |
For the nine | |
| |
months ended | | |
months ended | |
| |
September 30, 2014 | | |
September 30, 2013 | |
Cash Flows from Operating Activities: | |
| | |
| |
Net loss | |
$ | (97,511 | ) | |
$ | (250,973 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
Inventory contributed by stockholder | |
| - | | |
| 3,331 | |
Inventory write-down | |
| 19,067 | | |
| - | |
Amortization of prepaid expenses paid by the issuance of common stock | |
| 50,000 | | |
| (125,000 | ) |
Common stock issued for services | |
| - | | |
| 325,000 | |
Depreciation | |
| 600 | | |
| 600 | |
Changes in operating assets and liabilities | |
| | | |
| | |
Inventory | |
| - | | |
| (428 | ) |
Accounts payable and accrued expenses | |
| 8,561 | | |
| 3,826 | |
Net cash used in operating activities | |
| (19,283 | ) | |
| (43,644 | ) |
| |
| | | |
| | |
Cash flows from Financing Activities: | |
| | | |
| | |
Proceeds from Notes payable - shareholders | |
| 15,500 | | |
| 37,100 | |
Net cash provided by financing activities | |
| 15,500 | | |
| 37,100 | |
| |
| | | |
| | |
NET DECREASE IN CASH | |
| (3,783 | ) | |
| (6,544 | ) |
CASH AT BEGINNING OF THE PERIOD | |
| 4,308 | | |
| 16,953 | |
CASH AT THE END OF THE PERIOD | |
$ | 525 | | |
$ | 10,409 | |
| |
| | | |
| | |
Non-Cash Transactions: | |
| | | |
| | |
Prepaid expense resulting
from stock issued for services | |
$ | - | | |
$ | 200,000 | |
The accompanying notes are an integral part
of these interim financial statements.
EMPIRE GLOBAL GAMING, INC.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2014
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION AND ORGANIZATION AND SIGNIFICANT
ACCOUNTING POLICIES
Basis of Presentation and Organization
The accompanying unaudited condensed
consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United
States of America for interim financial information and with Article 10 of Regulation S-X. Accordingly, they do not include all
of the information and footnotes required by accounting principles generally accepted in the United States of America for annual
financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary
for a fair presentation, have been included, Operating results for the three and nine months ended September 30, 2014 are not necessarily
indicative of the results that may be expected for the year ending December 31, 2014 or any other period. For further information,
refer to the financial statements and footnotes thereto for the year ending December 31, 2013, found on Form 10-K.
As used in these Notes to the Financial Statements,
the terms the "Company", "we", "us", "our" and similar terms refer to Empire Global Gaming,
Inc.
The Company was incorporated in the State of
Nevada on May 11, 2010 in order to acquire certain U.S Patent license agreements pertaining to roulette and actively engage in
the gaming business worldwide and commenced operations in May 2010. The Company was founded to develop, manufacture
and sell Class II and Class III Casino electronic and table games for the general public and casinos worldwide. The Company owns
exclusive rights through license agreements to four U.S. Patents consisting of 14 roulette games patents. These patents are certified
by Gaming Laboratories International to minimize any unfairness in the multi-number bets in roulette (American double 0 and European
single 0) to both players and casinos. One of the patents controlled by the Company is for a “new number pattern and board
layout” that will insure, the various gaming control boards and commissions in the United States and eventually worldwide,
that the highest standards of security and integrity are met. We hold licenses for eight patented Class II and III Casino Grade
Mechanical and Electronic Games. The games include (i) proprietary 20 sided dice game, (ii) combination game of poker and blackjack,
side bet blackjack, and (iii) five patents covering roulette. We also created a new proprietary variation on the standard deck
of playing cards (patent pending). EGGI also sells a complete line of public and casino grade gaming products for roulette, blackjack,
craps, baccarat, mini baccarat, pinwheels, Sic Bo, slot machines, poker tables and bingo games. We are working on developing some
of our patented games into video and slot machine terminals as well as computer and mobile
devices. We also are attempting to develop a pick 3 lotto evaluation and analysis program. We have taken certain steps to
become fully “e-commerce” operational while awaiting Gaming Board approvals. We operate a website where
we sell certain equipment and proprietary games. Our website is located at: www.empireglobalgaminginc.com.
NOTE 2. GOING CONCERN
The accompanying financial statements have
been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going
concern. To date, the Company has generated minimal revenues, has negative equity of $72,335, experienced recurring net operating
losses and had a net loss of $(9,116) and $(78,444) for the three and nine months ending September 30, 2014, respectively. These
factors, amongst others, raise substantial doubt about the Company’s ability to continue as a going concern. These
financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts,
or amounts and classification of liabilities that might result from this uncertainty. We will need to raise funds or implement
our business plan to continue operations.
In order to continue as a going concern, the
Company may need, if revenues do not continue to grow, among other things, additional capital resources. Management’s plan
is to obtain such resources, if needed, for the Company by obtaining capital from management and significant shareholders sufficient
to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances
that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a
going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph. The accompanying
financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE 3. RECENT ACCOUNTING PRONOUNCEMENTS
From time to time new accounting pronouncements
are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s
accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative
guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact
will not be material to its financial position, results of operations and cash flows when implemented.
In June 2014, the
FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including
an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this Update remove the
definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the
financial reporting distinction between development stage entities and other reporting entities from GAAP. In addition, the
amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements
of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose
a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the
entity is no longer in a development stage that in prior years it had been in the development stage.
The amendments also
clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal
operations. Finally, the amendments remove paragraph 810-10-15-16. Paragraph 810-10-15-16 states that a development stage
entity does not meet the condition in paragraph 810-10-15-14(a) to be a variable interest entity if (1) the entity can demonstrate
that the equity invested in the legal entity is sufficient to permit it to finance the activities that it is currently engaged
in and (2) the entity’s governing documents and contractual arrangements allow additional equity investments. The amendments
in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining
whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments
to eliminate that exception simplify GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance
of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting
entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements
for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination
of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively
except for the clarification to Topic 275, which shall be applied prospectively. For public business entities, those amendments
are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early application
of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial
statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption,
entities will no longer present or disclose any information required by Topic 915. The Company adopted ASU No. 2014-10 effective
July 31, 2014.
NOTE 4. COMMON
STOCK
In March 2013, the Company issued 6,000,000 shares of its common
stock to three consultants and one attorney in exchange for services to be rendered. The shares were valued at the estimated
value of the services to be received and are being amortized over the respective terms of the consulting agreements. During
the nine months ended September 30, 2014 and 2013, $50,000 and 75,000 was amortized and charged to operations, respectively.
NOTE 5. RELATED PARTY TRANSACTIONS
During the year ended December 31, 2013, the
Company borrowed $39,220 from a stockholder. The note bears interest at 4% per annum and is due on December 31, 2018.
During the nine months ended September 30,
2014, the Company borrowed $15,500 from a stockholder. The note bears interest at 4% per annum and is due on December 31, 2018.
During the nine months ended September 30,
2014 and 2013, the Company recorded $0 and $10,242, respectively in sales to stockholders of the Company.
NOTE 6. SUBSEQUENT EVENTS
Management evaluated all activity of the Company
through November 10, 2014, the date the Financial Statements were issued, and noted no subsequent events that would have a material
impact on the financial statements as of September 30, 2014.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION
The following discussion and analysis of
our financial condition and results of operations should be read in conjunction with our unaudited financial statements and the
notes thereto. This discussion and analysis may contain forward-looking statements based on assumptions about our future business.
In General
We presently sell our ancillary gaming products
in the United States but contemplate selling and leasing our products worldwide.
We are controlled by two individuals (our
President and Chief Financial Officer) who devote approximately 25 hours a week each of their time to the business of the Company.
Although the Company has obtained the license
for the manufacturing, sale, marketing and licensing of the four roulette patents, and certain other patents, we have not yet applied
to any State Gaming Commission(s) to seek approval to sell any of our products. The Company has not, as of yet, arranged for any
lines of credit, and we have no commitments, written or oral, from officers, directors or shareholders to provide the Company with
advances, loans or other funding for our operations.
Critical Accounting Estimates
The preparation of financial statements in
conformity with accounting principles generally accepted in the United States of America required management to make 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 revenues and expenses during the reporting period. On an on-going
basis, we evaluate our estimates, based on historical experience, and various other assumptions that are believed to be reasonable
under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results could differ from those estimates.
Liquidity and Capital Resources
We believe that the Company currently does
not have the necessary working capital to support existing operations through 2014 since the Company has had minimal revenues and
net losses consisting of pre-operating and start-up expenses, of $796,735 from May 11, 2010 to September 30, 2014. Our primary
capital source will be loans from stockholders. We are seeking to develop and market the patented technologies, manufacture and
sell gaming equipment that will generate cash from operations.
For the remainder of the fiscal year ending
December 31, 2014, we anticipate incurring a loss as a result of continued expenses associated with compliance with the reporting
requirements of the Securities Exchange Act of 1934.
Plan of Operations
During the remainder of the fiscal year ending December 31, 2014,
we plan to continue with efforts to develop and market the patented technologies, a pick 3 lotto evaluation
and analysis program, manufacture and sell gaming equipment that will generate cash from operations. We also plan to file
all required periodic reports and to maintain our status as a fully-reporting company under the Exchange Act.
Based upon our current cash reserves, although we feel it will be
adequate, we may not have adequate resources to meet our short term or long-term cash requirements. No specific commitments to
provide additional funds have been made by management, the principal stockholders or other stockholders, and we have no current
plans, proposals, arrangements or understandings with respect to the sale or issuance of additional securities. Accordingly, there
can be no assurance that any additional funds will be available to us to allow us to cover our expenses.
Three Months Ended September 30, 2014 compared
to the Three Months Ended September 30, 2013
The following table summarizes the results
of our operations during the three months ended September 30, 2014 and 2013, respectively, and provides information regarding the
dollar and percentage increase or (decrease) from the current three month period to the prior three month period:
| |
9/30/14 | | |
9/30/13 | | |
Variance | | |
Percentage | |
Revenue | |
$ | 89 | | |
$ | 230 | | |
$ | (141 | ) | |
| -61.30 | % |
Cost of goods sold | |
| - | | |
| 24 | | |
| (24 | ) | |
| -100.00 | % |
Operating expenses | |
| 8,201 | | |
| 94,763 | | |
| (86,562 | ) | |
| -91.35 | % |
Operating loss | |
$ | (8,112 | ) | |
$ | (94,557 | ) | |
$ | 86,445 | | |
| -91.42 | % |
| |
| | | |
| | | |
| | | |
| | |
Loss per share of common stock | |
| (0.00 | ) | |
| (0.00 | ) | |
| 0.00 | | |
| -90.37 | % |
The decrease in the operating loss of $(8,112)
for the three months ended September 30, 2014 compared to the operating loss of $(94,557) for the same period in 2013 was primarily
attributable to a decrease in consulting and legal fees of $75,000 and $7,000, respectively.
Nine Months Ended September 30, 2014 compared
to the Nine Months Ended September 30, 2013
The following table summarizes the results
of our operations during the nine months ended September 30, 2014 and 2013, respectively, and provides information regarding the
dollar and percentage increase or (decrease) from the current nine month period to the prior nine month period:
| |
9/30/14 | | |
9/30/13 | | |
Variance | | |
Percentage | |
Revenue | |
$ | 303 | | |
$ | 10,749 | | |
$ | (10,446 | ) | |
| -97.18 | % |
Cost of goods sold | |
| - | | |
| 3,356 | | |
| (3,356 | ) | |
| -100.00 | % |
Operating expenses | |
| 76,859 | | |
| 258,098 | | |
| (181,239 | ) | |
| -70.22 | % |
Operating loss | |
$ | (76,556 | ) | |
$ | (250,705 | ) | |
$ | 174,149 | | |
| -69.46 | % |
| |
| | | |
| | | |
| | | |
| | |
Loss per share of common stock | |
| (0.00 | ) | |
| (0.00 | ) | |
| 0.00 | | |
| -69.91 | % |
The decrease in the operating loss of $(76,556)
for the nine months ended September 30, 2014 compared to the operating loss of $(250,705) for the same period in 2013 was primarily
attributable to a decrease in consulting and legal fees of $145,250 and $26,350, respectively.
Commitment and Contingencies
None.
Off-Balance Sheet Arrangements
At September 30, 2014, we did not
have any off-balance sheet arrangements as defined in Item 303(a)(4) of Regulation S-K that have had or are likely to have
a material current or future effect on our financial statements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
As a “smaller reporting company”
as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures.
Under the supervision and with the participation
of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of the design
and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange
Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this report. Based upon that evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures as of the end of
the period covered by this report were effective. In designing and evaluating the disclosure controls and procedures, management
recognizes that any 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
are detected.
Changes in Internal Control over Financial
Reporting
There has been no change since December 31,
2013 in our internal control over financial reporting identified in connection with the evaluation of disclosure controls and procedures
discussed above that occurred during the three months ended September 30, 2014, or subsequent to that date, that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no legal proceedings which are pending
or have been threatened against us or any of our officers, directors or control persons of which management is aware.
ITEM 1A. RISK FACTORS.
As a “smaller reporting company”
as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
During the period covered by this Report, we
have not sold any of our securities that were not registered under the Securities Act.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
Exhibit No. |
|
Description |
|
|
|
31.1 |
|
Certification of Chief Executive Officer filed pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002. |
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31.2 |
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Certification of Chief Financial Officer filed pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002. |
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32.1 |
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Certification of Chief Executive Officer furnished pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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32.2 |
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Certification of Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
101* |
The following financial information from the Company’s Quarterly Report on Form 10-Q/A for the quarter ended September 30,
2014 formatted in XBRL (eXtensible Business Reporting Language): (i) Unaudited Condensed Balance Sheets at September 30, 2014
and December 31, 2013; (ii) Unaudited Condensed Consolidated Statement of Operations for the three and six months ended September
30, 2014 and 2013 and from inception (May 11, 2010) to September 30, 2014; (iii) Unaudited Condensed Statement of Cash Flows for
the six months ended September 30, 2014 and 2013 and from inception May 11, 2010 to September 30, 2014; and (v) Notes to Unaudited
Condensed Financial Statements, tagged as blocks of text. |
* Users of this data are advised that pursuant to Rule 406T of
Regulation S-T, this XBRL information is being furnished and not filed herewith for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, and Sections 11 or 12 of the Securities Act of 1933, as amended, and is not to be incorporated by reference
into any filing, or part of any registration statement or prospectus, of Empire Global Gaming, Inc., whether made before or after
the date hereof, regardless of any general incorporation language in such filing.
SIGNATURES
In accordance with the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
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EMPIRE GLOBAL GAMING, INC. |
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Dated: November 12, 2014 |
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By |
/s/ Nicholas Sorge, Sr. |
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Nicholas Sorge, Sr. |
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Chief Executive Officer and President and Director |
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Dated: November 12, 2014 |
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By |
/s/ Dolores Marsh |
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Dolores Marsh |
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Chief Financial Officer, Controller, |
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Secretary/Treasurer and Director |
13
Exhibit
31.1
CERTIFICATION
PURSUANT TO SECTION 302
OF
THE SARBANES-OXLEY ACT OF 2002
I, Nicholas
Sorge, Sr., certify that:
1. |
I
have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 of Empire Global Gaming, Inc. (the
“registrant”); |
|
|
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 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 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.
|
Date:
November 12, 2014 |
/s/
Nicholas Sorge, Sr. |
|
Chief
Executive Officer |
|
(Principal
Executive Officer) |
Exhibit 31.2
CERTIFICATION
PURSUANT TO SECTION 302
OF
THE SARBANES-OXLEY ACT OF 2002
I, Dolores
Marsh, certify that:
1. |
I
have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 of Empire Global Gaming, Inc. (the
“registrant”); |
|
|
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 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 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. |
Date:
November 12, 2014 |
/s/
Dolores Marsh |
|
Chief
Financial Officer |
|
(Principal
Financial Officer) |
Exhibit 32.1
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350,
AS
ADOPTED PURSUANT TO
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Quarterly Report of Empire Global Gaming, Inc. (the “Company”) on form 10-Q for the quarter ended
September 30, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Nicholas
Sorge, Sr., as Chief Executive 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, to the best of my knowledge, that:
|
|
(1) |
The
Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended;
and |
|
|
(2) |
The
information contained in the Report fairly presents, in all material respects, the financial condition and results of operations
of the Company. |
|
|
Date:
November 12, 2014 |
/s/
Nicholas Sorge, Sr. |
|
Chief
Executive Officer |
|
(Principal
Executive Officer) |
A
signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the
Company and furnished to the Securities and Exchange Commission or its staff upon request.
Exhibit 32.2
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350,
AS
ADOPTED PURSUANT TO
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Quarterly Report of Empire Global Gaming, Inc. (the “Company”) on form 10-Q for the quarter ended
September 30, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dolores
Marsh, as Chief 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, to the best of my knowledge, that:
(1) |
The
Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended;
and |
|
|
(2) |
The
information contained in the Report fairly presents, in all material respects, the financial condition and results of operations
of the Company. |
|
|
Date:
November 12, 2014 |
/s/
Dolores Marsh |
|
Chief
Financial Officer |
|
(Principal
Financial Officer) |
A
signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the
Company and furnished to the Securities and Exchange Commission or its staff upon request.
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