FORGE
INNOVATION DEVELOPMENT CORP.
CONDENSED
BALANCE SHEETS
The
accompanying notes are an integral part of these unaudited condensed financial statements.
FORGE
INNOVATION DEVELOPMENT CORP.
CONDENSED
STATEMENTS OF OPERATIONS
(Unaudited)
The
accompanying notes are an integral part of these unaudited condensed financial statements.
FORGE
INNOVATION DEVELOPMENT CORP.
CONDENSED
STATEMENTS OF CASH FLOWS
(Unaudited)
The
accompanying notes are an integral part of these unaudited condensed financial statements.
FORGE
INNOVATION DEVELOPMENT CORP.
STATEMENTS
OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)
(Unaudited)
|
|
Number of
Shares
|
|
|
Common
Shares
|
|
|
Additional
Paid-in
Capital
|
|
|
Accumulated
Deficit
|
|
|
Total
Shareholders’
Equity
|
|
Balance, January 1, 2020
|
|
|
45,621,868
|
|
|
$
|
4,562
|
|
|
$
|
1,469,678
|
|
|
$
|
(948,904
|
)
|
|
$
|
525,336
|
|
Net loss
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(240,107
|
)
|
|
|
(240,107
|
)
|
Balance, September 30,
2020
|
|
|
45,621,868
|
|
|
$
|
4,562
|
|
|
$
|
1,469,678
|
|
|
$
|
(1,189,011
|
)
|
|
$
|
285,229
|
|
The
accompanying notes are an integral part of these unaudited condensed financial statements.
Forge
Innovation Development Corp.
Notes
to the unaudited financial statements
Note
1 - Organization and Description of Business
Forge
Innovation Development Corp. (individually “Forge” and collectively with its subsidiary, the “Company”), was
initially incorporated in the State of Nevada on January 15, 2016 under the name of You-Go Enterprises, LLC (the “Company Predecessor”).
On November 3, 2016, Forge filed an amendment to its Articles of Incorporation in the State of Nevada to change the Company Predecessor’s
name to Forge Innovation Development Corp. Our current principle executive office is located at 6280 Mission Blvd Unit 205, Jurupa Valley,
CA 92509. Tel: 626-986-4566. The Company’s main business focuses on real estate development, land purchasing and selling and property
management. The Company’s common stock is currently traded on OTCQB under the symbol “FGNV”.
On
August 17, 2020, the Company established a wholly owned subsidiary, Forge Network Inc, in the State of California. Forge Network Inc
is engaged in online retail under the website: http://www.ez2go.us. The website has been formally launched in January 2021.
Note
2 - Summary of Significant Accounting Policies
The
accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally
accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with
the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with
the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair
presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results
of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial
statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal
period, as reported in the Form 10-K, have been omitted.
Use
of Estimates
The
preparation of consolidated financial statements in conformity with generally accepted accounting principles requires 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. In
the opinion of management, all adjustments necessary in order to make the consolidated financial statements not misleading have been
included. Actual results could differ from those estimates.
Revenue
Recognition
The
Company adopted ASU 2014-09 (ASC 606), Revenue from Contracts with Customers, using the modified retrospective approach on January 1,
2018. Under the standard, revenue is recognized upon transfer of control of promised goods and services to customers in an amount that
reflects the consideration the Company expects to receive in exchange for those goods and services.
Property
management services: the Company deals directly with prospects and tenants for the owners of properties, which mainly includes marketing
property, collecting rent, handling maintenance, repairing issues and responding to tenant complaints. The Company recognizes revenue
as earned on a monthly basis under ASC 606.
Real
estate sales: The Company accounts for the sale of real estate assets and any related gain recognition in accordance with the accounting
guidance applicable to sales of real estate, which establishes standards for recognition of profit on all real estate sales transactions,
other than retail land sales. The Company recognizes the sale, and associated gain or loss from the disposition, provided that the earnings
process is complete, and the Company does not have significant continuing involvement.
Recently
Issued Accounting Pronouncements Not Yet Adopted
In
June 2016, the FASB issued ASU No. 2016-13, (FASB ASC Topic 326), Financial Instruments – Credit Losses: Measurement of Credit
Losses on Financial Instruments which amends the current accounting guidance and requires the use of the new forward-looking “expected
loss” model, which requires all expected losses to be determined based on historical experience, current conditions and reasonable
and supportable forecasts, rather than the “incurred loss” model. This guidance amends the accounting for credit losses for
most financial assets and certain other instruments including trade and other receivables, held-to-maturity debt securities, loans and
other instruments. The effective date of ASU No. 2016-13 for smaller reporting companies is postponed to fiscal years beginning after
December 15, 2022, including interim periods within those fiscal years. The Company believes the adoption of ASU No. 2016-13 will not
have a material impact on its financial position and results of operations.
The
management does not believe that other than disclosed above, the recently issued but not yet adopted accounting pronouncements will have
a material impact on its financial position results of operations or cash flows.
Note
3 - Going Concern
The
accompanying consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and
the satisfaction of obligations in the normal course of business. However, the Company has suffered recurring losses from operations
since inception, resulting in an accumulated deficit of $ 1,475,183
as of September 30, 2021. These conditions
raise substantial doubt about the ability of the Company to continue as a going concern.
In
view of these matters, continuation as a going concern is dependent upon several factors, including the availability of debt or equity
funding upon terms and conditions acceptable to the Company and ultimately achieving profitable operations. Management believes that
the Company’s business plan provides it with an opportunity to continue as a going concern. However, management cannot provide
assurance that the Company will meet its objectives and be able to continue in operation.
The
consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification
of assets or the amounts and classification of liabilities that may result from the possible inability of Forge Innovation Development
Corp. to continue as a going concern.
Note
4 - Income Taxes
The
Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to
generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against
deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In
future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts
to be more likely than not.
For
the nine months ended September 30, 2021 and 2020, the Company has incurred a net loss before tax of $ and $, respectively.
Net operation losses (“NOLs”) can be carried forever based on the 2017 Tax Cuts and Jobs Act. As of September 30, 2021 and
December 31, 2020, deferred tax assets resulted from NOLs of approximately $393,616 and $346,932, which was fully off-set by valuation
allowance reserved.
Note
5 - Concentration of Risk
The
Company maintains cash in two accounts within two local commercial banks located in Southern California. The standard insurance amount
is $250,000 per depositors under the FDIC’s general deposit insurance rules. On September 30, 2021 and December 31, 2020, there
was no uninsured cash balances for the Company.
For
the nine months ended September 30, 2021 and 2020, the Company’s revenue generated from one customer in the amount of $27,000 and
$27,000, respectively. As of September 30, 2021 and December 31, 2020, the Company had $Nil and $3,000 accounts receivable from the customer,
respectively.
Note
6 - Related Party Transactions
During
the nine months ended September 30, 2021 and 2020, Mr. Liang, the Company’s CEO, paid operating expenses on behalf of the Company
in the amount of $1,702
and $Nil,
respectively. As of September 30, 2021 and December 31, 2020, the Company had payable balance to Mr. Liang in the amount of $365
and $Nil,
respectively.
On
January 4, 2021, the Company purchased a vehicle from Patrick Liang, the President of the Company, for daily business operation, in the
amount of $22,861, which equaled to the remaining vehicle loan balance with 7.11% interest rate annum for a period of 41 months and monthly
installment of $558. As of September 30, 2021, $6,691 will be due within the next 12 months, out of $17,842 loan balance. The title of
the car is under the process of transferring as of September 30, 2021.
During
the nine months ended September 30, 2021 and 2020, the Company incurred a $6,000 monthly
professional fee with Speedlight Consulting Services Inc., whose owner has been our director since November 9, 2020, with a total amounts
of $54,000 and $54,000, respectively. As of September 30, 2021 and December 31, 2020, the Company had balance of due to Speedlight Consulting
Services Inc. in the amount of $48,000 and $24,000, respectively.
Note
7 - Notes Receivable
On
March 17, 2017, the Company entered into a Land Transaction Agreement with Steven Zhi Qin, a third party individual. Pursuant to the
agreement, the Company sold the undeveloped land located in Desert Hot Spring with value of $283,333, to Steven Zhi Qin in exchange for
a Promissory Note in the amount of $310,000. The Promissory Note is secured by a Deed of Trust to Chicago Title Company, a California
corporation and an independent institution insuring the Company’s collection right, and was due on March 17, 2018, with interest
at the rate of 2% per annum, payable in monthly installment of interest only, in the amount of $517. The Promissory Note also applies
to Steven Zhi Qin’s personal property located at 1715 East Cortez Street, West Covina, CA 91791 as additional collateral, of which
a lien was recorded against said property. On March 6, 2018, the Company reached an agreement with Steven Zhi Qin, pursuant to which
the Company agreed and approved the amendment of the Promissory Note to extend maturity date to March 17, 2019. On March 12, 2019, the
Company reached another agreement with Steven Zhi Qin, pursuant to which the Company agreed and approved amendment of the Promissory
Note to extend maturity date to June 30, 2019. On June 26, 2019, the Company reached the third amendment with Steven Zhi Qi, pursuant
to which the Company agreed and approved amendment of the Promissory Note to extend maturity date to September 30, 2019, and the remaining
$110,000 was due on September 30, 2019. On September 30, 2019, the Company reached the fourth amendment with Steven Zhi Qi, pursuant
to which the Company agreed and approved amendment of the Promissory Note to extend maturity date to December 31, 2019, and the remaining
$110,000 was due on December 31, 2019. On March 12, 2020, the Company received the repayment of the note in the amount of $110,000.
Note
8 - Lease
The
Company has four-year operating lease for its office space with a third party, Puente Hills Business
Center II, L.P. (“PHBC-II”), from which the Company vacated on September 29,
2020. We determined if an arrangement is a lease inception of the contract and whether a contract is or contains a lease by determining
whether it conveys the right to control the use of identified asset for a period of time. The contract provides us the right to obtain
substantially all the economic benefits from the use of the identified asset and the right to direct use of the identified asset, we
consider it to be, or contain, a lease.
Leases
is classified as operating at inception of the lease. Operating leases result in the recognition of ROU assets and lease liabilities
on the balance sheet. ROU assets and operating lease liabilities are recognized based on the present value of lease payments over the
lease term as of the commencement date. Because our leases do not provide an explicit or implicit rate of return, we use our incremental
borrowing rate based on the information available at the commencement date in determining the present value of lease payments on an individual
lease basis. Our incremental borrowing rate for a lease is the rate of interest we would have to pay on a collateralized basis to borrow
an amount equal to the lease payments for the asset under similar term, which is 5.5%. Lease expense for these leases is recognized on
a straight-line basis over the lease term.
Our
leases do not contain any residual value guarantees or material restrictive covenants. Leases with a lease term of 12 months or less
are not recorded on the balance sheet and lease expense is recognized on a straight-line basis over the lease term. We currently have
no finance leases.
During
the nine months ended September 30, 2021 and 2020, cash paid for amounts included in the measurement of lease liabilities- operating
cash flows from operating lease were $Nil
and $32,196,
respectively. As of September 30, 2021 and December 31, 2020, $82,994
and $79,554
lease liability were outstanding under the lease
agreement, respectively. On October 22, 2020, PHBC-II filed a lawsuit against the Company and its guarantor, Mr. Liang. No judgment has
been rendered as of September 30, 2021, and the litigation is in its infancy stage. The Company has retained legal counsel to address
the matter.
The
components of lease expense consist of the following:
Schedule of Lease Expense
|
|
|
|
Three
Months Ended
September 30,
|
|
|
|
Classification
|
|
2021
|
|
|
2020
|
|
Operating lease cost
|
|
G&A expense
|
|
$
|
16,107
|
|
|
$
|
16,107
|
|
|
|
|
|
|
|
|
|
|
|
|
Net lease cost
|
|
|
|
$
|
16,107
|
|
|
$
|
16,107
|
|
|
|
|
|
Nine
Months Ended
September 30,
|
|
|
|
Classification
|
|
2021
|
|
|
2020
|
|
Operating lease cost
|
|
G&A expense
|
|
$
|
48,321
|
|
|
$
|
48,321
|
|
|
|
|
|
|
|
|
|
|
|
|
Net lease cost
|
|
|
|
$
|
48,321
|
|
|
$
|
48,321
|
|
Balance
sheet information related to leases consists of the following:
Schedule of Balance Sheet Information Related to Leases
|
|
Classification
|
|
September
30, 2021
|
|
|
December
31, 2020
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
Operating lease ROU assets
|
|
Right-of-use assets
|
|
$
|
16,030
|
|
|
$
|
62,773
|
|
|
|
|
|
|
|
|
|
|
|
|
Total leased assets
|
|
|
|
$
|
16,030
|
|
|
$
|
62,773
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
Current portion
|
|
|
|
|
|
|
|
|
|
|
Operating lease liabilities
|
|
Current maturities of operating lease liabilities
|
|
$
|
82,994
|
|
|
$
|
63,456
|
|
|
|
|
|
|
|
|
|
|
|
|
Total lease liabilities
|
|
|
|
$
|
82,994
|
|
|
$
|
63,456
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining lease term
|
|
|
|
|
|
|
|
|
|
|
Operating leases
|
|
|
|
|
0.25
|
|
|
|
1.25
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average discount rate
|
|
|
|
|
|
|
|
|
|
|
Operating leases
|
|
|
|
|
5.5
|
%
|
|
|
5.5
|
%
|
Cash
flow information related to leases consists of the following:
Schedule of Cash Flow Information Related to Leases
|
|
2021
|
|
|
2020
|
|
|
|
Nine
Months Ended
September 30,
|
|
|
|
2021
|
|
|
2020
|
|
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
|
|
|
|
|
|
Operating cash flows from operating leases
|
|
$
|
-
|
|
|
$
|
44,178
|
|
Right-of-use assets obtained in exchange for lease obligations:
|
|
|
|
|
|
|
|
|
Operating leases
|
|
|
46,742
|
|
|
|
44,205
|
|
Future
minimum lease payment under non-cancellable lease as of September 30, 2021 are as follows:
Schedule of Future Minimum Lease Payment Under Non-cancellable Lease
Ending December 31,
|
|
|
Operating Leases
|
|
2021
|
|
|
$
|
83,070
|
|
Less: Interest
|
|
|
|
(76
|
)
|
Present value of lease liabilities
|
|
|
$
|
82,994
|
|
Note
9 –Loans
On
April 16, 2020, the Company received a Promissory Note (the “Note”) in the amount of $19,400 under the Paycheck Protection
Program (the “PPP Loan”) through East West Bank (the “Lender”). The interest rate on this Note is a fixed rate
of 1.00% per annum. According to SBA’s PPP Loan description, the PPP loan will be fully forgiven if the funds are used for payroll
costs, interest on mortgages, rent, and utilities (due to likely high subscription, at least 75% of the forgiven amount must have been
used for payroll). Forgiveness is based on the employer maintaining or quickly rehiring employees and maintaining salary levels. Forgiveness
will be reduced if full-time headcount declines, or if salaries and wages decrease. The Company submit its application for the forgiveness
of the full amount $19,400 PPP Loan and received the approval letter from SBA on March 10, 2021. The Company recognized government grant
in the amount of $19,400 for the nine months ended September 30, 2021.
On
July 14, 2020, the Company entered into a loan agreement with The U.S. Small Business Administration (SBA), pursuant to which the Company
obtain a loan in the amount of $14,000
with the term of 30
years and at the interest rate of 3.75%,
payable monthly including principal and interest in the amount $69.
The Company received the loan amount of $14,000
from SBA on July 20, 2020. As of September
30, 2021 and December 31, 2020, the outstanding loan balances were $13,724 nd $13,884, respectively.
On
July 2021, the Company received $5,000 grant through California Relief Program to support eligible small business impacted by COVID-19
and related health and safety restrictions. The grant recognized as other income during the three and nine months ended September 30,
2021.
Note
10 – Contingencies
On
December 8, 2017, the Company entered into a lease agreement with Puente Hills Business Center II, L.P. (“PHBC-II”) for a
lease term of forty-eight
months, and which was
scheduled to expire on January
14, 2022, at monthly
rent of $4,962,
subject to increase. On or about September 29, 2020, the Company vacated the premises. On October 22, 2020, PHBC-II filed a lawsuit against
the Company and its guarantor, Mr. Liang. No judgment has been rendered as of September 30, 2021, and the litigation is in its infancy
stage. The Company has retained legal counsel to address the matter and the Court has scheduled the trial date on January 31, 2023.
Note
11 - Subsequent Event
The
Company has evaluated all other subsequent events through the date these consolidated financial statements were issued and determine
that there were no other subsequent events or transactions that require recognition or disclosures in the consolidated financial statements.