10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Amendment No. 1 

FORM 10-Q/A

(Mark One)

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

For the quarterly period ended June 30, 2023

OR

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

For the transition period from ________ to _________

Commission File Number: 000-32389

APPLE iSPORTS GROUP INC.

(Exact name of registrant as specified in its charter)

Nevada	88-0126444
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
L7, 552 Lonsdale St,  Melbourne, Australia	3200
(Address of Principal Executive Offices)	(Zip Code)

+61 8 8981 4037

(Registrant’s telephone number, including area code)

n/a n/a

(Former Name, former address and former fiscal year, if changed since last report)

Securities registered under Section 12(b) of the Exchange Act: None

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 ☒      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. (Check all that apply):

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

If an emerging growth company, indicate by check mark 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 ☒

As of  September 25, 2023, there were 202,784,211 shares of common stock, $0.0001 par value per share, outstanding.

TABLE OF CONTENTS 

		Page
PART I – FINANCIAL INFORMATION		4
Item 1.	Financial Statements	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	5
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10
Item 4.	Controls and Procedures	10
PART II – OTHER INFORMATION		11
SIGNATURES		12

2

EXPLANATORY NOTE

General

Prevention Insurance (now Apple iSports Group, Inc.) (the “Company”) is filing this Quarterly Report on Form 10-Q/A for the quarter ended June 30, 2023. This Form 10-Q/A restates certain financial, management’s discussion and analysis, and related footnote disclosures in the Company’s previously issued unaudited quarterly financials (collectively, the “Previously Issued Financial Statements”). Except to the extent expressly set forth herein including the name change of the Company, this 10-Q/A speaks as of the date of the original filing and has not been updated to reflect events occurring subsequent to the date of the original filing other than to correct the stated deficiencies.

Background on Restatement

On April 16, 2024, the Company’s management concluded that the Company's Previously Issued Financial Statements should be restated and no longer relied upon due to the Company not appropriately accounted for its research and development intellectual property rights, including the recording of the expense and its corresponding accounts payable. Additionally, the total number of common shares outstanding as of December 31, 2022 and 2021 were incorrectly reflected as 202,704,211 shares when the actual number of outstanding shares was 7,642,211, resulting in a reclassification of $19,506 from common stock at par to additional paid in capital on the December 31, 2022 Condensed Consolidated Balance Sheet and the Condensed Consolidated Statements of Stockholders’ Deficit for the three and six months ended June 30, 2023 and 2022.

The financial information that had been previously filed or otherwise reported for the Previously Issued Financial Statements is superseded by the information in this Form 10-Q/A and should no longer be relied upon. Similarly, any previously issued or filed reports, earnings releases, and investor presentations or other communications describing the Company’s financial statements and other related financial information covering the Previously Issued Financial Statement should no longer be relied upon.

Refer to Note 2 - Restatement of Previously Issued Financial Statements and Note 3 – Intellectual Property Rights for additional information, including the impact on the specific accounts.

3

Part I

Item 1. Financial Statements.

APPLE ISPORTS GROUP INC (FORMERLY PREVENTIVE INSURANCE.COM)

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED

JUNE 30, 2023 AND 2022 (UNAUDITED)

4

APPLE ISPORTS GROUP INC(FORMERLY PREVENTIVE INSURANCE.COM)

INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022	F-2
Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 2023 and 2022	F-3
Condensed Consolidated Statement of Stockholders’ Deficit for the six months ended June 30, 2023 and 2022	F-4
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022	F-5
Notes to Condensed Consolidated Financial Statements	F-6

F-1

APPLE ISPORTS GROUP INC (FORMERLY PREVENTIVE INSURANCE.COM)

CONDENSED CONSOLIDATED BALANCE SHEETS

JUNE 30, 2023 (UNAUDITED) AND DECEMBER 31, 2022

(UNAUDITED)

	June 30, 2023 (As Restated)			December 31, 2022 (As Restated)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	891		$	19,857
Goods and service tax receivable		39,664			14,120
Marketable security		100			100
TOTAL CURRENT ASSETS		40,655			34,077
Intangible assets, net		6,630			6,766
TOTAL ASSETS	$	47,285		$	40,843
LIABILIATIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable and accrued expenses	$	1,015,337		$	319,537
Due to related party		4,999			4,699
Loans payable - related parties		1,836,314			1,310,873
Accrued interest - related parties		37,101			16,248
Accrued payroll		349,259			31,249
TOTAL CURRENT LIABILITIES		3,243,010			1,682,606
TOTAL LIABILITIES	$	3,243,010		$	1,682,606
STOCKHOLDERS' DEFICIT
Common stock, $0.0001 par value, 500,000,000 shares authorized, 202,784,211 and 7,642,211 issued and outstanding as of June 30, 2023 and December 31, 2022	$	20,278		$	764
Additional paid-in capital		5,223,245			5,142,759
Treasury stock, 1 share, at cost		(52,954	)		(52,954	)
Accumulated other comprehensive income		61,422			26,958
Accumulated deficit		(8,447,716	)		(6,759,290	)
TOTAL STOCKHOLDERS' DEFICIT		(3,195,725	)		(1,641,763	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	47,285			40,843

See the accompanying notes to the condensed consolidated financial statements.

F-2

APPLE ISPORTS GROUP INC (FORMERLY PREVENTIVE INSURANCE.COM)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2023 AND 2022 (UNAUDITED)

	Three months ended June 30, 2023 (As Restated)			Three months ended June 30, 2022			Six months ended June 30, 2023 (As Restated)			Six months ended June 30, 2022
Net revenues	$	-		$	-		$	-		$	-
Operating expenses:
Marketing and sales		136,239			71,721			151,270			71,721
Foreign exchange loss (gain)		(21,414	)		-			3,603			(300	)
Rent		246			12,804			246			26,006
Dues and subscriptions		2,102			24,016			3,348			24,796
Salaries and wages		65,381			40,086			108,483			68,497
Bank service fees		384			123			823			239
Consulting fees		97,393			88,825			152,275			125,390
Professional fees		120,641			90,852			189,488			106,487
Travel, meals and entertainment		55,028			38,117			55,502			39,046
Licensing and regulatory fees		16,280			-			27,179			590
Research and development		-			-			673,400			-
Training and development		-			1,251			-			1,251
Office		12,572			4,271			21,260			9,774
Related party expenses - officers & directors compensation		151,027			55,671			280,027			115,567
Total operating expenses		635,879			427,736			1,666,904			589,064
Loss from operations		(635,879	)		(427,736	)		(1,666,904	)		(589,064	)
Other expenses
Interest expense		11,750			2,776			21,522			3,613
Total other expenses		11,750			2,776			21,522			3,613
Operating loss before income taxes		(647,629	)		(430,513	)		(1,688,426	)		(592,677	)
Provision for income taxes		-			-			-			-
Net loss	$	(647,629	)	$	(430,513	)	$	(1,688,426	)	$	(592,677	)
Foreign currency translation adjustment - income (loss)		(2,843	)		30,010			34,464			23,370
Comprehensive Loss	$	(650,472	)	$	(400,503	)	$	(1,653,962	)	$	(569,307	)
Net loss per share - basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.00	)
Weighted number of shares outstanding - Basic and diluted		202,713,099			7,642,211			114,337,117			7,642,211

 See the accompanying notes to the condensed consolidated financial statements.

F-3

APPLE ISPORTS GROUP INC (FORMERLY PREVENTIVE INSURANCE.COM)

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

											Accumulated
	Common				Additional						Other						Stockholders'
	Shares		Par  Value		Paid-In Capital			Treasury Stock			Comprehensive Income			Accumulated Deficit			Equity (Deficit)
Balance December 31, 2022 (As Restated)		7,642,211	$	764	$	5,142,759		$	(52,954	)	$	26,958		$	(6,759,290	)	$	(1,641,763	)
Shares issued with Merger		195,062,000		19,506		(19,506	)
Other comprehensive income		-		-		-						37,307			-			37,307
Net loss for period		-		-		-						-			(1,040,797	)		(1,040,797	)
Balance March 31, 2023 (As Restated)		202,704,211	$	20,270	$	5,123,253		$	(52,954	)	$	64,265		$	(7,800,087	)	$	(2,645,253	)
Issuance of common stock		80,000		8		99,992						-			-			100,000
Other comprehensive income		-		-		-						(2,843	)		-			(2,843	)
Net loss for period		-		-		-						-			(647,629	)		(647,629	)
Balance June 30, 2023 (As Restated)		202,784,211	$	20,278	$	5,223,245		$	(52,954	)	$	61,422		$	(8,447,716	)	$	(3,195,725	)

	Common				Additional					Accumulated Other						Stockholders'
	Shares		Par  Value		Paid-In Capital		Treasury  Stock			Comprehensive Income (Loss)			Accumulated Deficit			Equity (Deficit)
Balance December 31, 2021 (As Restated)		7,642,211	$	764	$	5,080,759	$	(52,954	)	$	1,991		$	(5,189,213	)	$	(158,654	)
Other comprehensive (loss)		-		-		-					(6,640	)		-			(6,640	)
Net loss for period		-		-		-								(162,165	)		(162,165	)
Balance March 31, 2022 (As Restated)		7,642,211	$	764	$	5,080,759	$	(52,954	)	$	(4,649	)	$	(5,351,378	)	$	(327,458	)
Other comprehensive income		-		-		-					30,010			-			30,010
Net loss for period		-		-		-					-			(430,513	)		(430,513	)
Balance June 30, 2022 (As Restated)		7,642,211	$	764	$	5,080,759	$	(52,954	)	$	25,361		$	(5,781,891	)	$	(727,961	)

 See the accompanying notes to the condensed consolidated financial statements.

F-4

APPLE ISPORTS GROUP INC (FORMERLY PREVENTIVE INSURANCE.COM)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED

JUNE 30, 2023 AND 2022 (UNAUDITED)

	6  months			6 months
	2023 (As restated)			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(1,688,426	)	$	(592,677	)
Adjustments to reconcile net loss to cash used in operating activities:
Foreign exchange (gain) loss		14,001			(300	)
Change in operating assets and liabilities:
Goods and services tax receivable		(25,544	)		(12,526	)
Prepaid expenses		-			(24,145	)
Accounts payable and accrued expenses		695,799			8,150
Accrued interest		20,853			3,583
Accrued payroll		318,010			19,421
Net cash used in operating activities	$	(665,307	)	$	(598,496	)
CASH FLOW FROM FINANCING ACTIVITIES:
Advances to related party		300			-
Proceeds from loan payable from related party		525,442			566,031
Proceeds from issuance of common stock		100,000			-
Net cash provided by financing activities	$	625,742		$	566,031
Effect of changes in exchange rates on cash and cash equivalents		20,599			23,670
NET DECREASE IN CASH		(18,966	)		(8,795	)
CASH AND CASH EQUIVALENTS at beginning of period		19,857			13,664
CASH AND CASH EQUIVALENTS at end of period	$	891		$	4,869
Supplemental disclosure of cash flow information
Cash paid for:
Interest	$	-		$	-
Income Taxes	$	-		$	-

 See the accompanying notes to the condensed consolidated financial statements.

F-5

APPLE ISPORTS GROUP INC(FORMERLY PREVENTIVE INSURANCE.COM)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. The Company History and Nature of the Business

Apple iSports Group Inc (formerly Prevention Insurance.Com) (the” Company”) was incorporated under the laws of the State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company sold its remaining inventory and changed its name to Prevention Insurance.Com and effective August 31, 2023 changed its name to Apple iSports Group Inc. Effective March 23, 2023 (the “Closing Date”), the Company closed a share exchange pursuant to a Stock Exchange Agreement (the “Stock Exchange Agreement”), with Apple iSports, Inc. (“AiS”), a Delaware corporation and the stockholders of AiS. Pursuant to the Stock Exchange Agreement, the Company issued to the AiS stockholders 195,062,000 shares of its common stock, par value $0.0001 per share in exchange for all of the issued and outstanding capital stock (195,062,000 shares of common stock) of AiS (“Stock Exchange”). In connection with this transaction, the Company elected to change its fiscal year end from April 30 to December 31, which was the fiscal year of AiS prior to the closing of Stock Exchange Agreement. For financial reporting purpose, the transaction is considered a combination of businesses under common control as the Company and AiS were common control, the Company retroactively combined the results of operations and related assets and liabilities of the Company and AiS for all periods

AiS, formed on May 29, 2019 in the State of Delaware, and has been engaged in the development of an online sports engagement portal that will include, racing and sports betting, fantasy sports and sports content. On November 9, 2021, AiS incorporated Apple iSports Pty Ltd (“AIS Australia”) as a wholly owned subsidiary.

Paramount Capital Inc, formed on September 19, 2019, in the State of Wyoming with the plan of being a banking arm of the Company. It is a wholly-owned subsidiary and since inception it has had limited operating activity.

Note 2. Restatement of Previously Issued Financial Statements

In connection with the preparation of the Company's Consolidated Financial Statements for the year ended December 31, 2023, the Company discovered that the prior 2023 quarters had not appropriately accounted for its research and development intellectual property rights, including the recording of the expense and its corresponding accounts payable.  Additionally, the total number of common shares outstanding as of December 31, 2022 and 2021 were incorrectly reflected as 202,704,211 shares when the actual number of outstanding shares was 7,642,211, resulting in a reclassification of $19,506 from common stock at par to additional paid in capital on the December 31, 2022 Condensed Consolidated Balance Sheet and the Condensed Consolidated Statements of Stockholders’ Deficit for the three and six months ended June 30, 2023 and 2022.

The misstatements were material to the Company's previously issued financial statements and as a result, the Company has restated its Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Comprehensive Loss, Condensed Consolidated Statements of Stockholders' Deficit, and Condensed Consolidated Statements of Cash Flows as of and for the six months ended June 30, 2023. The Company has also corrected certain other identified rounding and immaterial errors that were identified during the impacted quarter.

The impact of the correction of the misstatements is summarized below:

As of June 30, 2023
Corrected Condensed Consolidated Balance Sheets	As previously reported			Adjustment			As Restated
Accounts payable and accrued expenses	$	352,337		$	663,000		$	1,015,337
Total current liabilities		2,580,009			663,001			3,243,010
Total liabilities		2,580,009			663,001			3,243,010
Accumulated other comprehensive income		51,022			10,400			61,422
Accumulated deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Total stockholders’ deficit		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Research and development	$	-		$	673,400		$	673,400
Total operating expenses		993,504			673,400			1,666,904
Loss from operations		(993,504	)		(673,400	)		(1,666,904	)
Operating loss before income taxes		(1,015,026	)		(673,400	)		(1,688,426	)
Net loss		(1,015,026	)		(673,400	)		(1,688,426	)
Foreign currency translation adjustment - Income (loss)		24,065			10,400			34,464
Comprehensive loss		(990,961	)		(663,001	)		(1,653,962	)
Net loss per share – basic and diluted		(0.00	)		(0.01	)		(0.01	)
Weighted number of shares outstanding		202,708,630			(88,371,513	)		114,337,117

F-6

Three Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Foreign exchange loss (gain)	$	(113	)	$	(21,301	)	$	(21,414	)
Total operating expenses		657,180			(21,301	)		635,879
Loss from operations		(657,180	)		21,301			(635,879	)
Operating loss before income taxes		(668,930	)		21,301			(647,629	)
Net loss		(668,930	)		21,301			(647,629	)
Foreign currency translation adjustment - Income (loss)		9,858			(12,701	)		(2,843	)
Comprehensive loss		(659,072	)		8,600			(650,472	)

As of March 31, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	14,206		$	23,101		$	37,307
Net loss for period		(346,096	)		(694,701	)		(1,040,797	)
Balance March 31, 2023 – Accumulated other comprehensive loss		41,164			23,101			64,265
Balance March 31, 2023 – Accumulated Deficit		(7,105,386	)		(694,701	)		(7,800,087	)
Balance March 31, 2023 – Stockholders’ Equity (Deficit)		(1,973,653	)		(671,600	)		(2,645,253	)

As of June 30, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	9,858		$	(12,701	)	$	(2,843	)
Net loss for period		(668,930	)		21,301			(647,629	)
Balance June 30, 2023 – Accumulated other comprehensive loss		51,022			10,400			61,422
Balance June 30, 2023 – Accumulated Deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Balance June 30, 2023 – Stockholders’ Equity		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Condensed Consolidated Statements of Cash Flows	As previously reported			Adjustment			As Restated
Net loss	$	(1,015,026	)	$	(673,400	)	$	(1,688,426	)
Accounts payable and accrued expenses		32,092			663,000			695,092
Foreign exchange (gain) loss		3,602			10,399			14,001

All referenced amounts in these financial statements and the notes herein reflect the balances and amounts on a restated basis.

Note 3. Going Concern

The Company’s condensed consolidated financial statements have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

The Company has not yet established an ongoing source of revenues and cash flows sufficient to cover its operating costs and allow it to continue as a going concern. The Company has a net loss and negative cash flow from operations for the six months ended June 30, 2023. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 4. Summary of Significant Accounting Policies 

Basis of Presentation

Certain prior year amounts have been reclassified for consistency with the current year’s presentation. These reclassifications had no effect on the reported results of operations.

The condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). These condensed consolidated financial statements incorporate the financial statements of the Company and its wholly owned subsidiaries, AiS, AIS Australia and Paramount Capital Inc.  All significant intercompany transactions and balances have been eliminated in consolidation.     The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional financing needed to execute its business plan.

F-7

The Company is an emerging growth company as the term is used in The Jumpstart Our Business Startups Act, enacted on April 5, 2021 and has elected to comply with certain reduced public company reporting requirements.

Unaudited Interim Financial Information

The unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, within the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Certain information and disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with the audited financial statements and in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of the consolidated results for the interim periods presented and of the consolidated financial condition as of the date of the interim condensed consolidated balance sheet. The financial data and the other information disclosed in these notes to the interim condensed consolidated financial statements  are unaudited. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2022 and notes thereto.

Use of Estimates

The preparation of condensed consolidated 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 reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.

Intellectual property rights

The Company depends in part upon proprietary technology and is actively looking to increase and enhance their proprietary technology through the acquisition of 3^rd party intellectual property. As such, in 2022, the Company, through its Australian subsidiary, entered into a binding term sheet to transfer $1,000,000 AUD (U.S. $694,700) in Company’s shares to a third-party in exchange for certain intellectual property. During the first quarter of 2023, the Company took possession of the intellectual property and commenced a trial period to review the intellectual property; however, the Company determined that the intellectual property was not viable for their operations and returned the intellectual property to the third-party. Since the Company took possession of the intellectual property, it recognized the related expense during the first quarter March 31, 2023. The parties to the binding term sheet rescinded the transaction ab initio in April 2024.

Foreign Currency Transactions and Translation

The Company’s functional currency is the United States Dollar (“US $”). The Company’s wholly owned subsidiary, AIS Australia’s functional currency in which it operates is Australian Dollars (“AUD”).

For the purpose of presenting these consolidated financial statements the reporting currency is US$. AIS Australia’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholder’s equity accounts are translated at historical rates, income and expense items are translated at the average exchange rate during the period The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholder’s equity section of the balance sheets.

Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. Gains or losses resulting from transactions in currencies other than the functional currencies are recognized as part of operating expenses in the condensed consolidated statement of comprehensive loss.

Exchange rates used for the translations are as follows:

AUD to US$

	Period End		Average
December 31, 2022	$	0.6766	$	0.6947
June 30, 2023	$	0.6630	$	0.6734
June 30, 2022	$	0.6889	$	0.7258

F-8

Fair Values of Financial Instruments

The Company adopted Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available.  The three levels are defined as follow:

· 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 assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.

· Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value.

As of the balance sheet date, the estimated fair values of the financial instruments, such as accounts payable and accrued expenses, approximated their fair values due to the short-term nature of these instruments. As of the balance sheet date, the estimated fair value of the loan payable – related parties, and due to related party, approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates the hierarchy disclosures each reporting period.

Related parties

The Company adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. 

Comprehensive income (loss)

The Company follows ASC 220 in reporting comprehensive income (loss). Comprehensive income (loss) is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income (loss).

Earnings (Loss) Per Share

The Company follows ASC 260 when reporting Earnings (Loss) Per Share resulting in the presentation of basic and diluted earnings (loss) per share. Because the Company does not have any common stock equivalents, such as stock options and warrants, the amounts reported for basic and diluted net loss per share were the same.

Revenue Recognition

The Company adopted FASB Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”), effective May 29, 2019.  The Company determines revenue recognition through the following steps:

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· Identification of a contract with a customer;

· Identification of the performance obligations in the contract;

· Determination of the transaction price;

· Allocation of the transaction price to the performance obligations in the contract; and

· Recognition of revenue when or as the performance obligations are satisfied.

Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods or services to the Company’s customers in an amount that reflects the consideration expected to be received in exchange for transferring goods or services to customers. Control transfers once a customer has the ability to direct the use of, and obtain substantially all of the benefits from, the product. This includes the transfer of legal title, physical possession, the risks and rewards of ownership, and customer acceptance.

Income Taxes

The Company accounts for income taxes pursuant to FASB ASC 740. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s consolidated financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry-forward period under the Federal tax laws. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimates

Risks and uncertainties

Credit risk

Australian bank accounts are insured with deposit protection up to 250,000 AUD. US bank accounts are insured with deposit protection up to $250,000. As of June 30, 2023 and December 31, 2022 the Company’s cash accounts did not exceed these insurance thresholds and thus, the Company is not subject to credit risk regarding cash.

Note 5. Related Parties

Transactions

Related party payables

Related Party	Note	June 30, 2023		December 31, 2022
Cooper Hill Assets Inc	(a)		1,374		1,374
Due to officers and directors	(b)		3,625		3,325
		$	4,999	$	4,699

(a)	represents advances made by an entity that is owned by the majority stockholder of the Company
(b)	represents advances made by officers and directors of the Company

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Related party loans

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	1,470,927	$	912,189
Apple iSports Investment Group Pty	(b)		178,104		176,227
ABA Investment Group Pty Ltd	(c)		133,864		131,937
Utti Oco Pty Ltd	(d)		68,970		68,970
Mt. Wills Gold Mines Pty Ltd	(e)		21,550		21,550
Total loan payable		$	1,873,415	$	1,310,873

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	27,102	$	10,628
Apple iSports Investment Group Pty	(b)		5,419		2,909
ABA Investment Group Pty Ltd	(c)		4,579		2,710
Total accrued interest		$	37,101	$	16,248

a)	On May 30, 2019, the Company entered into a loan agreement with Cres Discretionary Trust No.2 (the “Lender”). The Lender is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Lender.   Interest expense for the three and six months ended June 30, 2023, and 2022 was $9,456 and $16,959, and $1,207 and $2,043 respectively.
b)	On April 8, 2022 the Company’s whole owned subsidiary, AIS Australia entered into a loan agreement with Apple iSports Investment Group Pty Ltd (the “Subsidiary Lender”). The Subsidiary Lender is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Subsidiary Lender.  Interest expense for the three and six months ended June 30, 2023, and 2022 was $1,312 and $2,609, and $825 and $825 respectively.
c)	On April 8, 2022 the Company’s wholly-owned subsidiary, AIS Australia entered into a loan agreement with ABA Investment Group Ltd (the “Subsidiary Lender 2”). The Subsidiary Lender 2 is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Subsidiary Lender 2. Interest expense for the three and six months ended June 30, 2023, and 2022 was $982 and $1,954, and $745 and $745 respectively.
d)	On March 31, 2022, the Company entered into a loan agreement with Utti Pty Ltd (“Utti”). Utti is owned by the Company’s majority stockholder.   The loan is unsecured and non-interest bearing.
e)	On March 31, 2022, the Company entered into a loan agreement with Mt. Wills Gold Mines Pty Ltd (“Mt. Wills”). Mt Wills is owned by the Company’s majority stockholder.   The loan is unsecured and non-interest bearing.

Note 6. Stockholders Deficit

Preferred Stock

As of June 30, 2023, the Company was authorized to issue 50,000,000 shares of preferred stock with a par value of $0.0001.

No shares of preferred stock were issued or outstanding during the three months ended June 30, 2023 and 2022.

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Common Stock

As of June 30, 2023, the Company was authorized to issue 500,000,000 shares of common stock with a par value of $0.0001.

On March 23, 2023, pursuant to the Stock Exchange Agreement with AiS the Company issued 195,062,000 shares of its common stock. Along with the Stock Exchange Agreement the Company also reissued 31,000 stock purchase warrants that had been issued by AiS during the private placement offering. During the three months ended March 2022, no shares of common stock were issued.

On June 20, 2023, the Company received a subscription agreement for the purchase of 80,000 shares at a price of $1.25 for total proceeds of $100,000.

Treasury Stock

The Company’s treasury stock comprised one share of common stock acquired at a cost of $52,954.

Note 7. Income Taxes

The Company utilized the asset and liability method of accounting for income taxes in accordance with FASB ASC 740-10. If it is more likely than not that some portion or all a deferred tax asset will not be realized, a valuation allowance is recognized.

a. United States (US)

The Company is subject to US tax laws at a tax rate of 21%. The Company is subject to the State of Delaware tax laws at a tax rate of 8.7%. No provision for US federal income taxes or State of Delaware income taxes has been made as the Company had no taxable income for the three and six months ended June 30, 2023 and 2022.

b. Australia (AU)

Apple iSports Pty Ltd, a wholly owned subsidiary of the Company, was incorporated in Australia in November 2021 and maybe subject to a corporate income tax on its activities conducted in Australia and income arising in or from Australia. No provision for income tax has been made as the subsidiary had no taxable income for the three and six months ended June 30, 2023 and 2022. The applicable statutory tax rate is 25%.

There is no income tax benefit for the losses for the three and six months ended June 30, 2023 and 2022, since management has determined that the realization of the net tax deferred asset is not assured and has created a valuation allowance for the entire amount of such benefits.

Note 8. Subsequent Events

On July 24, 2023, the Company entered into a memorandum of understanding to acquire a 45% in an Australian company who provides subscription-based sports and racing media and content services. As consideration therefore, the Company is required to (i) pay $75,000 AUD within 14 days from the signing date, of which $40,000 AUD has been paid, (ii) contribute $925,000 in advertising value for the months of July and August 2023 which has occurred and (iii) the payment of $530,000 in common stock of Apple iSports Group, Inc. The share payment will be issued no more that 12 months from the agreement, in non-restricted form, and with a 15% discount to 30-day VWAP of the shares on the issue date.

On August 31, 2023, the Company filed an amendment to its Articles of Incorporation to change its name from Prevention Insurance.com to Apple iSports Group Inc.

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

Forward-Looking Statements

Certain statements made in this quarterly report on Form 10-Q are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) in regard to the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the registrant to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Company’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this quarterly report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the registrant or any other person that the objectives and plans of the registrant will be achieved.

The forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon our current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which we have no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation:

☐ Market acceptance of our products and services;

☐ Competition from existing products or new products that may emerge;

☐ The implementation of our business model and strategic plans for our business and our products;

☐ Estimates of our future revenue, expenses, capital requirements and our need for financing;

☐ Our financial performance;

☐ Current and future government regulations regarding the sports betting industry;

☐ Developments relating to our competitors; and

☐ Other risks and uncertainties.

Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. We disclaim any obligation to update the forward-looking statements contained in this Report to reflect any new information or future events or circumstances or otherwise, except as required by law.

Readers should read this Report in conjunction with the discussion under the caption “Risk Factors,” our financial statements and the related notes thereto in this Report, and other documents which we may file from time to time with the SEC.

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The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include but are not limited to those discussed below and elsewhere in this annual report.

Our audited and unaudited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

Overview

Prevention Insurance.Com (the “Company”) was incorporated under the laws of the State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company sold its remaining inventory and changed its name to Prevention Insurance.Com.

As previously reported, effective March 23, 2023 (the “Closing Date”), the Company closed a share exchange pursuant to a Stock Exchange Agreement (the “Stock Exchange Agreement”), with Apple iSports, Inc. (“AiS”), a Delaware corporation and the shareholders of AiS pursuant to which AiS became a wholly owned subsidiary of the Company. Please refer to the Company’s Form 8-K which was filed with the Securities and Exchange Commission on March 24, 2023. As a result of the AiS transaction, we are no longer a shell company as defined under federal securities laws.

In connection with the AiS transaction, effective March 23, 2023, the Company changed its year end from April 30 to December 31.

On May 29, 2019, Apple iSports, Inc. (“AiS”) was incorporated in Delaware. On November 9, 2021, AiS formed Apple iSports Australia Pty. Ltd. (“AiS Australia”) as a wholly owned subsidiary.

In connection with the preparation of the Company's Consolidated Financial Statements for the year ended December 31, 2023, the Company discovered that the prior 2023 quarters had not appropriately accounted for its research and development intellectual property rights, including the recording of the expense and its corresponding accounts payable.  Additionally, the total number of common shares outstanding as of December 31, 2022 and 2021 were incorrectly reflected as 202,704,211 shares when the actual number of outstanding shares was 7,642,211, resulting in a reclassification of $19,506 from common stock at par to additional paid in capital on the December 31, 2022 Condensed Consolidated Balance Sheet and the Condensed Consolidated Statements of Stockholders’ Deficit for the three and six months ended June 30, 2023 and 2022.

The misstatements were material to the Company's previously issued financial statements and as a result, the Company has restated its Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Comprehensive Loss, Condensed Consolidated Statements of Stockholders' Deficit, and Condensed Consolidated Statements of Cash Flows as of and for the six months ended June 30, 2023. The Company has also corrected certain other identified rounding and immaterial errors that were identified during the impacted quarter. Refer to Note 2 above for further information.

On August 31, 2023, the Company changed its name from Prevention Insurance.com to Apple iSports Group, Inc.

AiS has been engaged in the development of a digital sports betting and gaming platform. Our platform, when complete, will provide users with sports content, daily sports betting and sport streaming solutions. Our aim is to create excitement and engagement and deliver the best experiences that enhance sports fandom. Users can access our products via multiple devices including the web and mobile devices. 

AiS is licensed in Australia via a provisional Northern Territory Online Bookmaking License which allows for racing, sports betting, and fantasy sports throughout Australia, which is one of the most mature legal betting markets in the world. In addition, we are licensed in North Dakota as an Advanced Deposit Wagering (ADW) provider, subject to completion of TRPB examination, which will allow us to provide pari-mutuel betting on racing in North Dakota and up to an additional 20 states that do not have specific regulations. NFL and other sports bets in the US are regulated separately from racing wagering and we will seek market access licenses for a number of states offering sports betting licenses over a 3-year time-line.

Our two primary markets are the US (in select states where we are licensed) and Australia. We will have separate websites for both markets, namely www.appleisports.com in the US and www.appleisports.com.au in Australia. 

Since the inception of AiS, we have achieved the following milestones:

· Since inception of AiS, we (i) established a core team with the industry skills and experience to manage the Company and (ii) we received $1,300,000 in private placement funding and received loans from related parties in excess of $1,000,000;

· From December 2021 to October 2022, we developed our Go to Market outline and marketing strategy, including identifying preferred suppliers for each product and initiating relationships with key suppliers and consultants;

· In February 2022, we launched a content-rich blog site on the appleisports.com domain and initiated search engine optimization activities to increase the search performance of our site on Google search;

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· In April 2022 we reached an agreement with a leading provider of Australian racing data and form information for use on our horse racing platform;

· In April 2022, we completed and submitted our application for a Northern Territory (NT) Online Bookmaking license. We appeared before the NT Racing Commission in May 2022 to present our application for approval. We expect the license to be issued in second calendar quarter of 2023;

· In June 2022, we submitted our application to the North Dakota Racing Commission for an Advanced Deposit Wagering (ADW) license, subject to approval of Thoroughbred Racing Protective Bureau. In parallel, we initiated a Thoroughbred Racing Protective Bureau (TRPB) examination process. The TRPB provides integrity reporting to regulators administering ADW licenses. We expect the TRPB examination to be completed in Q3 2023. Completion of the TRPB examination is required to receive a state issued ADW;

· In October 2022, we engaged a leading provider of white-label sportsbook platforms and began customization and integration with key components (KYC, payments, CRM, credit card verification) and data feeds. The expected completion is September 2023 for launch in October 2023; and

Our address is L7, 552 Lonsdale St, Melbourne, Victoria, Australia 3000 and our phone number is +61 8 8981 4037. We also maintain satellite offices at offices at Level 1, Paspalis Centrepoint, 48-50 Smith Street Mall, Darwin NT 0800 Australia and 100 Spectrum Center Dr. Suite 900, Irvine, CA 92612. Our phone number in the U.S. is 949-247-4210.  In  addition, as mentioned, we have two web-sites (which do not form a part of this filings): www.appleisports.com in the US and www.appleisports.com.au in Australia. 

Our corporate structure is depicted below:

RESULTS OF OPERATIONS

Apple iSports, Inc.’s functional currency is the United States Dollar (“US $”). The Company’s wholly owned subsidiary, AIS Australia’s functional currency in which it operates is Australian Dollars (“AUD”).

For the purpose of presenting these consolidated financial statements the reporting currency is US$. AIS Australia’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholder’s equity accounts are translated at historical rates, income and expense items are translated at the average exchange rate during the period The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholder’s equity section of the balance sheets.

Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. Gains or losses resulting from transactions in currencies other than the functional currencies are recognized as part of operating expenses in the condensed consolidated statement of comprehensive loss.

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Exchange rates used for the translations are as follows:

AUD to US$

	Period End		Average
December 31, 2022	$	0.6766	$	0.6947
June 30, 2023	$	0.6630	$	0.6734
June 30, 2022	$	0.6889	$	0.7258

Results of Operations for the Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022.

During the six months ended June 30, 2023 and 2022, the Company had no revenues.

During the six months ended June 30, 2023 and 2022, the Company had total operating expenses of $1,666,904 and $589,064, respectively. For the 2023 six month period, operating expenses consisted mainly of compensation expenses for officers and directors in the amount of $280,027, professional fees of $189,488, consulting fees payable to third parties of $152,275, marketing expenses of $151,270, salaries and wages of $108,483, research and development expenses of $673,400 and other expenses. For the 2022 six month period, operating expenses consisted mainly of compensation expenses for officers and directors in the amount of $115,567, consulting fees payable to third parties of $125,390, professional fees of $106,487, salaries and wages of $68,497 and other expenses. The 183% increase in operating expenses for the current quarter over the same period in 2022 is primarily due to increased operating activity in the Company’s subsidiaries, AiS and AiS Australia.

During the six months ended June 30, 2023 and 2022, we had $21,522 and $3,613 respectively in interest expense attributable to related party debt.

During the six months ended June 30, 2023 and 2022, we had $1,688,426 and $592,677 respectively in net losses, for the reasons discussed above.

Results of Operations for the Three Months Ended June 30, 2023 Compared to the Three Months Ended June 30, 2022.

During the three months ended June 30, 2023 and 2022, the Company had no revenues.

During the three months ended June 30, 2023 and 2022, the Company had total operating expenses of $635,879 and $427,736, respectively. For the 2023 quarter, operating expenses consisted mainly of compensation expenses for officers and directors in the amount of $151,027, marketing expenses of $136,239, professional fees of $120,641, consulting fees payable to third parties of $97,393, salaries and wages of $65,381, travel and entertainment of $55,028 and other expenses. For the 2022 quarter, operating expenses consisted mainly of professional fees of $90,852, consulting fees payable to third parties of $88,825, compensation expenses for officers and directors in the amount of $55,671, salaries and wages of $40,086, travel and entertainment expenses of $38,117 and other expenses. The 48.7% increase in operating expenses for the current quarter over the same quarter in 2022 is primarily due to increased operating activity in the Company’s subsidiaries, AiS and AiS Australia.

During the three months ended June 30, 2023 and 2022, we had $11,750 and $2,776 respectively in interest expense attributable to related party debt.

During the three months ended June 30, 2023 and 2022, we had $647,629 and $430,513 respectively in net losses, for the reasons discussed above.

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Liquidity and Capital Resources

As of June 30, 2023, the Company had current assets of $40,655 consisting of cash of $891, tax receivable of $39,664 and marketable securities of $100. This compares with current assets of $34,077 as of December 31, 2022, consisting of cash of $19,857, tax receivable of $14,120, and marketable securities of $100.

The Company’s current liabilities as of June 30, 2023 totaled $3,243,010, primarily consisting of $1,836,314 in loans payable to related parties, accrued interest to related parties of $37,101, amounts due to related parties of $4,999, and accrued payroll of $349,259 and accounts payable and accrued expenses $1,015,337. This compares with current liabilities of $1,682,607 as of December 31, 2022, primarily comprised of loans payable to related parties of $1,310,873, accrued interest expense to related parties of $16,248, accrued payroll of $31,249 and accounts payable and accrued expenses of $319,537. The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.

The following is a summary of the Company’s cash flows provided by (used in) operating, investing, and financing activities for the six months ended June 30, 2023 and 2022:

	Six Months Ended June 30, 2023			Six Months Ended June 30, 2022
Net Cash Used in Operating Activities	$	(665,307	)	$	(598,496	)
Net Cash Used in Investing Activities		—			—
Net Cash Provided by Financing Activities		625,742			566,031
Effect of changes in exchange rates on cash and cash equivalents		20,599			23,670
Net Change in Cash	$	(18,967	)	$	(8,795	)

Operating Activities

During the six months ended June 30, 2023, the Company incurred a net loss of $1,688,426 which after adjusting for increases goods and services tax receivable of $25,544, accounts payable of $695,799, accrued interest of $20,853, accrued payroll of $318,010, and foreign currency loss of $14,001 resulted in net cash of $665,307 being used in operating activities during the period. By comparison, during the six months ended June 30, 2022, the Company incurred a net loss of $592,677 which after adjusting for increases in goods and services tax receivable of $12,256 and prepaid expense of $24,145, accounts payable of $8,150, accrued interest of $3,583 and accrued payroll of $19,421, resulted in net cash of $598,496 being used in operating activities during the period.

Investing Activities

The Company neither generated nor used funds in investing activities during the six months ended June 30, 2023 and 2022.

Financing Activities

During the six months ended June 30, 2023, the Company received $625,742 from financing activities by way of a $525,442 in loans from related parties, $100,000 form stock issuances, and $300 in advances from related parties. By comparison, during the six months ended June 30, 2022, we received $566,031 from financing activities by way of a loan from related parties.

The Company is dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition, the Company is dependent upon certain related parties to provide continued funding and capital resources. No assurances can be given that the Company will be successful in locating or negotiating with any target company or that the related parties will continue to fund the Company’s working capital needs. As a result, there is substantial doubt about the Company’s ability to continue as a going concern.

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Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Contractual Obligations

None.

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

In connection with the preparation of this quarterly report, an evaluation was carried out by the Company’s management, with the participation of the principal executive officer and the principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act (“Exchange Act”) as of June 30, 2023. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures.

Based on that evaluation, the Company’s management concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were not effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s rules and forms, and that such information was not accumulated and communicated to management, including the principal executive officer and the principal financial officer, to allow timely decisions regarding required disclosures. Due to this material weakness, the Company’s accounting for research and development expense for 2023 was not accurately accounted for and led to the restatement of the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2023, June 30, 2023, and September 30, 2023. In addition to the remediation steps discussed below, the Company has added additional steps to its internal financial review process in order to provide reasonable assurance that a reoccurrence of a material misstatement of any item in our financial statements will not occur.

Effective disclosure controls and internal control are necessary for us to provide reliable financial reports and prevent fraud. We continue to evaluate steps to remediate the material weaknesses. These remediation measures may be time consuming and costly and there is no assurance that these initiatives will ultimately have the intended effects.

Management has implemented remediation steps to improve our disclosure controls and procedures and our internal control over financial reporting. We plan to improve this process by enhancing access to accounting literature, identification of third-party professionals with whom to consult regarding complex accounting applications and consideration of additional staff with the requisite experience and training to supplement existing accounting professionals.

If we identify any new material weakness in the future, any such newly identified material weakness could limit our ability to prevent or detect a misstatement of our accounts or disclosures that could result in a material misstatement of our annual or interim financial statements. In such case, we may be unable to maintain compliance with securities law requirements regarding timely filing of periodic reports in addition to applicable stock exchange listing requirements, investors may lose confidence in our financial reporting and our stock price may decline as a result. We cannot assure you that the measures we have taken to date, or any measures we may take in the future, will be sufficient to avoid potential future material weaknesses.

We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Changes in Internal Controls over Financial Reporting

During the quarter ended June 30, 2023, there has been no change in internal control over financial reporting that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings.

There are presently no material pending legal proceedings to which the Company, any executive officer, any owner of record or beneficially of more than five percent of any class of voting securities is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

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 Sale of Equity Securities and Use of Proceeds.

During the second quarter of 2023, the Company sold 100,000 shares of common stock at a price per share of $1.25 to one individual. The offering was exempt from registration under Regulation D promulgated under the Securities Act of 1933, as amended, as the subscriber was an accredited investor.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable to our Company.

Item 5. Other Information.

None.

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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.

	APPLE iSPORTS GROUP, INC.
Date: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Chief Executive Officer (Principal Executive Officer)

Date: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Acting Chief Financial Officer (Acting Principal Financial and Accounting Officer)

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EX-31.1

EXHIBIT 31.1

Certification of the Company’s Principal Executive Officer and Principal Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

and Securities and Exchange Commission Release 34-46427

I, Joe Martinez, hereby certify as follows:

1.	I have reviewed this report on Form 10-Q/A of the Apple iSports Group, Inc. (“Registrant”):
2.	Based on my knowledge, this quarterly 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 quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods present in this quarterly report;
4.	I am the Registrant’s sole certifying officer and I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

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

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

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

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

5. As the Registrant’s certifying officer, 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: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Chief Executive Officer (Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

Certification of the Company’s Principal Executive Officer and Principal Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

and Securities and Exchange Commission Release 34-46427

I, Joe Martinez, hereby certify as follows:

1.	I have reviewed this report on Form 10-Q/A of the Apple iSports Group, Inc. (“Registrant”):
2.	Based on my knowledge, this quarterly 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 quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods present in this quarterly report;
4.	I am the Registrant’s sole and I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

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

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

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

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

5. As the Registrant’s certifying officer, 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: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Acting Chief Financial Officer (Acting Principal Financial and Accounting Officer)

EX-32.1

EXHIBIT 32.1

Certification of Principal Executive Officer and Principal Financial Officer

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 Apple iSports Group, Inc. (the “Company”) on Form 10-Q/A for the period ended June 30, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, 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 my knowledge and belief:

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.

Date: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Chief Executive Officer (Principal Executive Officer)

Date: May 22, 2024	/s/ Joe Martinez
	Joe Martinez Acting Chief Financial Officer (Acting Principal Financial and Accounting Officer)

XML

Cover - shares	6 Months Ended
	Jun. 30, 2023	Sep. 25, 2023
Cover [Abstract]
Entity Registrant Name	APPLE iSPORTS GROUP INC.
Entity Central Index Key	0001134982
Document Type	10-Q/A
Amendment Flag	true
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Jun. 30, 2023
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		202,784,211
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-32389
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	88-0126444
Entity Address Address Line 1	L7, 552 Lonsdale St
Entity Address City Or Town	Melbourne
Entity Address Country	AU
Entity Address Postal Zip Code	3200
City Area Code	61
Local Phone Number	8 8981 4037
Entity Interactive Data Current	Yes
Amendment Description	Prevention Insurance (now Apple iSports Group, Inc.) (the “Company”) is filing this Quarterly Report on Form 10-Q/A for the quarter ended June 30, 2023. This Form 10-Q/A restates certain financial, management’s discussion and analysis, and related footnote disclosures in the Company’s previously issued unaudited quarterly financials (collectively, the “Previously Issued Financial Statements”). Except to the extent expressly set forth herein including the name change of the Company, this 10-Q/A speaks as of the date of the original filing and has not been updated to reflect events occurring subsequent to the date of the original filing other than to correct the stated deficiencies.

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2023	Dec. 31, 2022
CURRENT ASSETS:
Cash and cash equivalents	$ 891	$ 19,857
Goods and service tax receivable	39,664	14,120
Marketable security	100	100
TOTAL CURRENT ASSETS	40,655	34,077
Intangible assets, net	6,630	6,766
TOTAL ASSETS	47,285	40,843
CURRENT LIABILITIES:
Accounts payable and accrued expenses	1,015,337	319,537
Due to related party	4,999	4,699
Loans payable - related parties	1,836,314	1,310,873
Accrued interest - related parties	37,101	16,248
Accrued payroll	349,259	31,249
TOTAL CURRENT LIABILITIES	3,243,010	1,682,606
TOTAL LIABILITIES	3,243,010	1,682,606
STOCKHOLDERS' DEFICIT
Common stock, $.0001 par value, 500,000,000 shares authorized, 202,784,210 and 202,704,210 issued and outstanding as of June 30, 2023 and December 31, 2022	20,278	764
Additional paid-in capital	5,223,245	5,142,759
Treasury stock, 1 share, at cost	(52,954)	(52,954)
Accumulated other comprehensive income	61,422	26,958
Accumulated deficit	(8,447,716)	(6,759,290)
TOTAL STOCKHOLDERS' DEFICIT	(3,195,725)	(1,641,763)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 47,285	$ 40,843

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
CONDENSED CONSOLIDATED BALANCE SHEETS
Common stock, shares par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	202,784,211	7,642,211
Common stock, shares outstanding	202,784,211	7,642,211
Treasury stock, shares	1	1

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)
Net revenues	$ 0	$ 0	$ 0	$ 0
Operating expenses:
Marketing and sales	136,239	71,721	151,270	71,721
Foreign exchange loss (gain)	(21,414)	0	3,603	(300)
Rent	246	12,804	246	26,006
Dues and subscriptions	2,102	24,016	3,348	24,796
Salaries and wages	65,381	40,086	108,483	68,497
Bank service fees	384	123	823	239
Consulting fees	97,393	88,825	152,275	125,390
Professional fees	120,641	90,852	189,488	106,487
Travel, meals and entertainment	55,028	38,117	55,502	39,046
Licensing and regulatory fees	16,280	0	27,179	590
Research and development	0	0	673,400	0
Training and development	0	1,251	0	1,251
Office	12,572	4,271	21,260	9,774
Related party expenses - officers & directors compensation	151,027	55,671	280,027	115,567
Total operating expenses	635,879	427,736	1,666,904	589,064
Loss from operations	(635,879)	(427,736)	(1,666,904)	(589,064)
Other expenses
Interest expense	11,750	2,776	21,522	3,613
Total other expenses	11,750	2,776	21,522	3,613
Operating loss before income taxes	(647,629)	(430,513)	(1,688,426)	(592,677)
Provision for income taxes	0	0	0	0
Net loss	(647,629)	(430,513)	(1,688,426)	(592,677)
Foreign currency translation adjustment - income (loss)	(2,843)	30,010	34,464	23,370
Comprehensive Loss	$ (650,472)	$ (400,503)	$ (1,653,962)	$ (569,307)
Net loss per share - basic and diluted	$ (0.00)	$ (0.00)	$ (0.01)	$ (0.00)
Weighted number of shares outstanding - Basic and diluted	202,713,099	7,642,211	114,337,117	7,642,211

XML

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($)	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Treasury Stock Common
Balance, shares at Dec. 31, 2021		7,642,211
Balance, amount at Dec. 31, 2021	$ (158,654)	$ 764	$ 5,080,759	$ 1,991	$ (5,189,213)	$ (52,954)
Other comprehensive (loss)	(6,640)			(6,640)
Net loss for period	(162,165)				(162,165)
Balance, shares at Mar. 31, 2022		7,642,211
Balance, amount at Mar. 31, 2022	(327,458)	$ 764	5,080,759	(4,649)	(5,351,378)	(52,954)
Balance, shares at Dec. 31, 2021		7,642,211
Balance, amount at Dec. 31, 2021	(158,654)	$ 764	5,080,759	1,991	(5,189,213)	(52,954)
Other comprehensive (loss)	23,370
Balance, shares at Jun. 30, 2022		7,642,211
Balance, amount at Jun. 30, 2022	(727,961)	$ 764	5,080,759	25,361	(5,781,891)	(52,954)
Balance, shares at Mar. 31, 2022		7,642,211
Balance, amount at Mar. 31, 2022	(327,458)	$ 764	5,080,759	(4,649)	(5,351,378)	(52,954)
Other comprehensive (loss)	30,010			30,010
Net loss for period	(430,513)				(430,513)
Balance, shares at Jun. 30, 2022		7,642,211
Balance, amount at Jun. 30, 2022	(727,961)	$ 764	5,080,759	25,361	(5,781,891)	(52,954)
Balance, shares at Dec. 31, 2022		7,642,211
Balance, amount at Dec. 31, 2022	(1,641,763)	$ 764	5,142,759	26,958	(6,759,290)	(52,954)
Other comprehensive (loss)	37,307	0	0	37,307	0
Net loss for period	(1,040,797)	0	0	0	(1,040,797)
Shares issued with Merger, amount		$ 19,506	(19,506)
Shares issued with Merger, shares		195,062,000
Balance, shares at Mar. 31, 2023		202,704,211
Balance, amount at Mar. 31, 2023	(2,645,253)	$ 20,270	5,123,253	64,265	(7,800,087)	(52,954)
Balance, shares at Dec. 31, 2022		7,642,211
Balance, amount at Dec. 31, 2022	(1,641,763)	$ 764	5,142,759	26,958	(6,759,290)	(52,954)
Other comprehensive (loss)	34,464
Balance, shares at Jun. 30, 2023		202,784,211
Balance, amount at Jun. 30, 2023	(3,195,725)	$ 20,278	5,223,245	61,422	(8,447,716)	(52,954)
Balance, shares at Mar. 31, 2023		202,704,211
Balance, amount at Mar. 31, 2023	(2,645,253)	$ 20,270	5,123,253	64,265	(7,800,087)	(52,954)
Other comprehensive (loss)	(2,843)	0	0	(2,843)	0
Net loss for period	(647,629)	$ 0	0	0	(647,629)
Issuance of common stock, shares		80,000
Issuance of common stock, amount	100,000	$ 8	99,992	0	0
Balance, shares at Jun. 30, 2023		202,784,211
Balance, amount at Jun. 30, 2023	$ (3,195,725)	$ 20,278	$ 5,223,245	$ 61,422	$ (8,447,716)	$ (52,954)

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (1,688,426)	$ (592,677)
Adjustments to reconcile net loss to cash used in operating activities:
Foreign exchange (gain) loss	14,001	(300)
Change in operating assets and liabilities:
Goods and services tax receivable	(25,544)	(12,526)
Prepaid expenses	0	(24,145)
Accounts payable and accrued expenses	695,799	8,150
Accrued interest	20,853	3,583
Accrued payroll	318,010	19,421
Net cash used in operating activities	(665,307)	(598,496)
CASH FLOW FROM FINANCING ACTIVITIES:
Advances to related party	300	0
Proceeds from loan payable from related party	525,442	566,031
Proceeds from issuance of common stock	100,000	0
Net cash provided by financing activities	625,742	566,031
Effect of changes in exchange rates on cash and cash equivalents	20,599	23,670
NET DECREASE IN CASH	(18,966)	(8,795)
CASH AND CASH EQUIVALENTS at beginning of period	19,857	13,664
CASH AND CASH EQUIVALENTS at end of period	891	4,869
Cash paid for:
Interest	0	0
Income Taxes	$ 0	$ 0

XML

The Company History and Nature of the Business

6 Months Ended

Jun. 30, 2023

The Company History and Nature of the Business

The Company History and Nature of the Business

Note 1. The Company History and Nature of the Business

Apple iSports Group Inc (formerly Prevention Insurance.Com) (the” Company”) was incorporated under the laws of the State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company sold its remaining inventory and changed its name to Prevention Insurance.Com and effective August 31, 2023 changed its name to Apple iSports Group Inc. Effective March 23, 2023 (the “Closing Date”), the Company closed a share exchange pursuant to a Stock Exchange Agreement (the “Stock Exchange Agreement”), with Apple iSports, Inc. (“AiS”), a Delaware corporation and the stockholders of AiS. Pursuant to the Stock Exchange Agreement, the Company issued to the AiS stockholders 195,062,000 shares of its common stock, par value $0.0001 per share in exchange for all of the issued and outstanding capital stock (195,062,000 shares of common stock) of AiS (“Stock Exchange”). In connection with this transaction, the Company elected to change its fiscal year end from April 30 to December 31, which was the fiscal year of AiS prior to the closing of Stock Exchange Agreement. For financial reporting purpose, the transaction is considered a combination of businesses under common control as the Company and AiS were common control, the Company retroactively combined the results of operations and related assets and liabilities of the Company and AiS for all periods

AiS, formed on May 29, 2019 in the State of Delaware, and has been engaged in the development of an online sports engagement portal that will include, racing and sports betting, fantasy sports and sports content. On November 9, 2021, AiS incorporated Apple iSports Pty Ltd (“AIS Australia”) as a wholly owned subsidiary.

Paramount Capital Inc, formed on September 19, 2019, in the State of Wyoming with the plan of being a banking arm of the Company. It is a wholly-owned subsidiary and since inception it has had limited operating activity.

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Restatement of Previously Issued Financial Statements

6 Months Ended

Jun. 30, 2023

Restatement of Previously Issued Financial Statements

Restatement of Previously Issued Financial Statements

Note 2. Restatement of Previously Issued Financial Statements

In connection with the preparation of the Company's Consolidated Financial Statements for the year ended December 31, 2023, the Company discovered that the prior 2023 quarters had not appropriately accounted for its research and development intellectual property rights, including the recording of the expense and its corresponding accounts payable.  Additionally, the total number of common shares outstanding as of December 31, 2022 and 2021 were incorrectly reflected as 202,704,211 shares when the actual number of outstanding shares was 7,642,211, resulting in a reclassification of $19,506 from common stock at par to additional paid in capital on the December 31, 2022 Condensed Consolidated Balance Sheet and the Condensed Consolidated Statements of Stockholders’ Deficit for the three and six months ended June 30, 2023 and 2022.

The misstatements were material to the Company's previously issued financial statements and as a result, the Company has restated its Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Comprehensive Loss, Condensed Consolidated Statements of Stockholders' Deficit, and Condensed Consolidated Statements of Cash Flows as of and for the six months ended June 30, 2023. The Company has also corrected certain other identified rounding and immaterial errors that were identified during the impacted quarter.

The impact of the correction of the misstatements is summarized below:

As of June 30, 2023
Corrected Condensed Consolidated Balance Sheets	As previously reported			Adjustment			As Restated
Accounts payable and accrued expenses	$	352,337		$	663,000		$	1,015,337
Total current liabilities		2,580,009			663,001			3,243,010
Total liabilities		2,580,009			663,001			3,243,010
Accumulated other comprehensive income		51,022			10,400			61,422
Accumulated deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Total stockholders’ deficit		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Research and development	$	-		$	673,400		$	673,400
Total operating expenses		993,504			673,400			1,666,904
Loss from operations		(993,504	)		(673,400	)		(1,666,904	)
Operating loss before income taxes		(1,015,026	)		(673,400	)		(1,688,426	)
Net loss		(1,015,026	)		(673,400	)		(1,688,426	)
Foreign currency translation adjustment - Income (loss)		24,065			10,400			34,464
Comprehensive loss		(990,961	)		(663,001	)		(1,653,962	)
Net loss per share – basic and diluted		(0.00	)		(0.01	)		(0.01	)
Weighted number of shares outstanding		202,708,630			(88,371,513	)		114,337,117

Three Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Foreign exchange loss (gain)	$	(113	)	$	(21,301	)	$	(21,414	)
Total operating expenses		657,180			(21,301	)		635,879
Loss from operations		(657,180	)		21,301			(635,879	)
Operating loss before income taxes		(668,930	)		21,301			(647,629	)
Net loss		(668,930	)		21,301			(647,629	)
Foreign currency translation adjustment - Income (loss)		9,858			(12,701	)		(2,843	)
Comprehensive loss		(659,072	)		8,600			(650,472	)

As of March 31, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	14,206		$	23,101		$	37,307
Net loss for period		(346,096	)		(694,701	)		(1,040,797	)
Balance March 31, 2023 – Accumulated other comprehensive loss		41,164			23,101			64,265
Balance March 31, 2023 – Accumulated Deficit		(7,105,386	)		(694,701	)		(7,800,087	)
Balance March 31, 2023 – Stockholders’ Equity (Deficit)		(1,973,653	)		(671,600	)		(2,645,253	)

As of June 30, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	9,858		$	(12,701	)	$	(2,843	)
Net loss for period		(668,930	)		21,301			(647,629	)
Balance June 30, 2023 – Accumulated other comprehensive loss		51,022			10,400			61,422
Balance June 30, 2023 – Accumulated Deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Balance June 30, 2023 – Stockholders’ Equity		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Condensed Consolidated Statements of Cash Flows	As previously reported			Adjustment			As Restated
Net loss	$	(1,015,026	)	$	(673,400	)	$	(1,688,426	)
Accounts payable and accrued expenses		32,092			663,000			695,092
Foreign exchange (gain) loss		3,602			10,399			14,001

All referenced amounts in these financial statements and the notes herein reflect the balances and amounts on a restated basis.

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Going Concern

6 Months Ended

Jun. 30, 2023

Going Concern

Going Concern

Note 3. Going Concern

The Company’s condensed consolidated financial statements have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

The Company has not yet established an ongoing source of revenues and cash flows sufficient to cover its operating costs and allow it to continue as a going concern. The Company has a net loss and negative cash flow from operations for the six months ended June 30, 2023. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 4. Summary of Significant Accounting Policies 

Basis of Presentation

Certain prior year amounts have been reclassified for consistency with the current year’s presentation. These reclassifications had no effect on the reported results of operations.

The condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). These condensed consolidated financial statements incorporate the financial statements of the Company and its wholly owned subsidiaries, AiS, AIS Australia and Paramount Capital Inc.  All significant intercompany transactions and balances have been eliminated in consolidation.     The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional financing needed to execute its business plan.

The Company is an emerging growth company as the term is used in The Jumpstart Our Business Startups Act, enacted on April 5, 2021 and has elected to comply with certain reduced public company reporting requirements.

Unaudited Interim Financial Information

The unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, within the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Certain information and disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with the audited financial statements and in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of the consolidated results for the interim periods presented and of the consolidated financial condition as of the date of the interim condensed consolidated balance sheet. The financial data and the other information disclosed in these notes to the interim condensed consolidated financial statements  are unaudited. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2022 and notes thereto.

Use of Estimates

The preparation of condensed consolidated 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 reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.

Intellectual property rights

The Company depends in part upon proprietary technology and is actively looking to increase and enhance their proprietary technology through the acquisition of 3^rd party intellectual property. As such, in 2022, the Company, through its Australian subsidiary, entered into a binding term sheet to transfer $1,000,000 AUD (U.S. $694,700) in Company’s shares to a third-party in exchange for certain intellectual property. During the first quarter of 2023, the Company took possession of the intellectual property and commenced a trial period to review the intellectual property; however, the Company determined that the intellectual property was not viable for their operations and returned the intellectual property to the third-party. Since the Company took possession of the intellectual property, it recognized the related expense during the first quarter March 31, 2023. The parties to the binding term sheet rescinded the transaction ab initio in April 2024.

Foreign Currency Transactions and Translation

The Company’s functional currency is the United States Dollar (“US $”). The Company’s wholly owned subsidiary, AIS Australia’s functional currency in which it operates is Australian Dollars (“AUD”).

For the purpose of presenting these consolidated financial statements the reporting currency is US$. AIS Australia’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholder’s equity accounts are translated at historical rates, income and expense items are translated at the average exchange rate during the period The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholder’s equity section of the balance sheets.

Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. Gains or losses resulting from transactions in currencies other than the functional currencies are recognized as part of operating expenses in the condensed consolidated statement of comprehensive loss.

Exchange rates used for the translations are as follows:

AUD to US$

	Period End		Average
December 31, 2022	$	0.6766	$	0.6947
June 30, 2023	$	0.6630	$	0.6734
June 30, 2022	$	0.6889	$	0.7258

Fair Values of Financial Instruments

The Company adopted Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available.  The three levels are defined as follow:

· 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 assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.

· Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value.

As of the balance sheet date, the estimated fair values of the financial instruments, such as accounts payable and accrued expenses, approximated their fair values due to the short-term nature of these instruments. As of the balance sheet date, the estimated fair value of the loan payable – related parties, and due to related party, approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates the hierarchy disclosures each reporting period.

Related parties

The Company adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. 

Comprehensive income (loss)

The Company follows ASC 220 in reporting comprehensive income (loss). Comprehensive income (loss) is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income (loss).

Earnings (Loss) Per Share

The Company follows ASC 260 when reporting Earnings (Loss) Per Share resulting in the presentation of basic and diluted earnings (loss) per share. Because the Company does not have any common stock equivalents, such as stock options and warrants, the amounts reported for basic and diluted net loss per share were the same.

Revenue Recognition

The Company adopted FASB Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”), effective May 29, 2019.  The Company determines revenue recognition through the following steps:

· Identification of a contract with a customer;

· Identification of the performance obligations in the contract;

· Determination of the transaction price;

· Allocation of the transaction price to the performance obligations in the contract; and

· Recognition of revenue when or as the performance obligations are satisfied.

Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods or services to the Company’s customers in an amount that reflects the consideration expected to be received in exchange for transferring goods or services to customers. Control transfers once a customer has the ability to direct the use of, and obtain substantially all of the benefits from, the product. This includes the transfer of legal title, physical possession, the risks and rewards of ownership, and customer acceptance.

Income Taxes

The Company accounts for income taxes pursuant to FASB ASC 740. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s consolidated financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry-forward period under the Federal tax laws. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimates

Risks and uncertainties

Credit risk

Australian bank accounts are insured with deposit protection up to 250,000 AUD. US bank accounts are insured with deposit protection up to $250,000. As of June 30, 2023 and December 31, 2022 the Company’s cash accounts did not exceed these insurance thresholds and thus, the Company is not subject to credit risk regarding cash.

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Related Parties

6 Months Ended

Jun. 30, 2023

Related Parties

Related Parties

Note 5. Related Parties

Transactions

Related party payables

Related Party	Note	June 30, 2023		December 31, 2022
Cooper Hill Assets Inc	(a)		1,374		1,374
Due to officers and directors	(b)		3,625		3,325
		$	4,999	$	4,699

(a)	represents advances made by an entity that is owned by the majority stockholder of the Company
(b)	represents advances made by officers and directors of the Company

Related party loans

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	1,470,927	$	912,189
Apple iSports Investment Group Pty	(b)		178,104		176,227
ABA Investment Group Pty Ltd	(c)		133,864		131,937
Utti Oco Pty Ltd	(d)		68,970		68,970
Mt. Wills Gold Mines Pty Ltd	(e)		21,550		21,550
Total loan payable		$	1,873,415	$	1,310,873

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	27,102	$	10,628
Apple iSports Investment Group Pty	(b)		5,419		2,909
ABA Investment Group Pty Ltd	(c)		4,579		2,710
Total accrued interest		$	37,101	$	16,248

a)	On May 30, 2019, the Company entered into a loan agreement with Cres Discretionary Trust No.2 (the “Lender”). The Lender is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Lender.   Interest expense for the three and six months ended June 30, 2023, and 2022 was $9,456 and $16,959, and $1,207 and $2,043 respectively.
b)	On April 8, 2022 the Company’s whole owned subsidiary, AIS Australia entered into a loan agreement with Apple iSports Investment Group Pty Ltd (the “Subsidiary Lender”). The Subsidiary Lender is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Subsidiary Lender.  Interest expense for the three and six months ended June 30, 2023, and 2022 was $1,312 and $2,609, and $825 and $825 respectively.
c)	On April 8, 2022 the Company’s wholly-owned subsidiary, AIS Australia entered into a loan agreement with ABA Investment Group Ltd (the “Subsidiary Lender 2”). The Subsidiary Lender 2 is 100% owned by the majority stockholder and director of the Company. The loan is unsecured, has a 3% annualized interest rate and is payable on demand by the Subsidiary Lender 2. Interest expense for the three and six months ended June 30, 2023, and 2022 was $982 and $1,954, and $745 and $745 respectively.
d)	On March 31, 2022, the Company entered into a loan agreement with Utti Pty Ltd (“Utti”). Utti is owned by the Company’s majority stockholder.   The loan is unsecured and non-interest bearing.
e)	On March 31, 2022, the Company entered into a loan agreement with Mt. Wills Gold Mines Pty Ltd (“Mt. Wills”). Mt Wills is owned by the Company’s majority stockholder.   The loan is unsecured and non-interest bearing.

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Stockholders Deficit

6 Months Ended

Jun. 30, 2023

Stockholders Deficit

Stockholders Deficit

Note 6. Stockholders Deficit

Preferred Stock

As of June 30, 2023, the Company was authorized to issue 50,000,000 shares of preferred stock with a par value of $0.0001.

No shares of preferred stock were issued or outstanding during the three months ended June 30, 2023 and 2022.

Common Stock

As of June 30, 2023, the Company was authorized to issue 500,000,000 shares of common stock with a par value of $0.0001.

On March 23, 2023, pursuant to the Stock Exchange Agreement with AiS the Company issued 195,062,000 shares of its common stock. Along with the Stock Exchange Agreement the Company also reissued 31,000 stock purchase warrants that had been issued by AiS during the private placement offering. During the three months ended March 2022, no shares of common stock were issued.

On June 20, 2023, the Company received a subscription agreement for the purchase of 80,000 shares at a price of $1.25 for total proceeds of $100,000.

Treasury Stock

The Company’s treasury stock comprised one share of common stock acquired at a cost of $52,954.

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Income Taxes

6 Months Ended

Jun. 30, 2023

Income Taxes

Income Taxes

Note 7. Income Taxes

The Company utilized the asset and liability method of accounting for income taxes in accordance with FASB ASC 740-10. If it is more likely than not that some portion or all a deferred tax asset will not be realized, a valuation allowance is recognized.

a. United States (US)

The Company is subject to US tax laws at a tax rate of 21%. The Company is subject to the State of Delaware tax laws at a tax rate of 8.7%. No provision for US federal income taxes or State of Delaware income taxes has been made as the Company had no taxable income for the three and six months ended June 30, 2023 and 2022.

b. Australia (AU)

Apple iSports Pty Ltd, a wholly owned subsidiary of the Company, was incorporated in Australia in November 2021 and maybe subject to a corporate income tax on its activities conducted in Australia and income arising in or from Australia. No provision for income tax has been made as the subsidiary had no taxable income for the three and six months ended June 30, 2023 and 2022. The applicable statutory tax rate is 25%.

There is no income tax benefit for the losses for the three and six months ended June 30, 2023 and 2022, since management has determined that the realization of the net tax deferred asset is not assured and has created a valuation allowance for the entire amount of such benefits.

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Subsequent Events

6 Months Ended

Jun. 30, 2023

Subsequent Events

Subsequent Events

Note 8. Subsequent Events

On July 24, 2023, the Company entered into a memorandum of understanding to acquire a 45% in an Australian company who provides subscription-based sports and racing media and content services. As consideration therefore, the Company is required to (i) pay $75,000 AUD within 14 days from the signing date, of which $40,000 AUD has been paid, (ii) contribute $925,000 in advertising value for the months of July and August 2023 which has occurred and (iii) the payment of $530,000 in common stock of Apple iSports Group, Inc. The share payment will be issued no more that 12 months from the agreement, in non-restricted form, and with a 15% discount to 30-day VWAP of the shares on the issue date.

On August 31, 2023, the Company filed an amendment to its Articles of Incorporation to change its name from Prevention Insurance.com to Apple iSports Group Inc.

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2023

Summary of Significant Accounting Policies

Basis of Presentation

Certain prior year amounts have been reclassified for consistency with the current year’s presentation. These reclassifications had no effect on the reported results of operations.

The condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). These condensed consolidated financial statements incorporate the financial statements of the Company and its wholly owned subsidiaries, AiS, AIS Australia and Paramount Capital Inc.  All significant intercompany transactions and balances have been eliminated in consolidation.     The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional financing needed to execute its business plan.

The Company is an emerging growth company as the term is used in The Jumpstart Our Business Startups Act, enacted on April 5, 2021 and has elected to comply with certain reduced public company reporting requirements.

Unaudited Interim Financial Information

The unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, within the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Certain information and disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with the audited financial statements and in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of the consolidated results for the interim periods presented and of the consolidated financial condition as of the date of the interim condensed consolidated balance sheet. The financial data and the other information disclosed in these notes to the interim condensed consolidated financial statements  are unaudited. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2022 and notes thereto.

Use of Estimates

The preparation of condensed consolidated 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 reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.

Intellectual property rights

The Company depends in part upon proprietary technology and is actively looking to increase and enhance their proprietary technology through the acquisition of 3^rd party intellectual property. As such, in 2022, the Company, through its Australian subsidiary, entered into a binding term sheet to transfer $1,000,000 AUD (U.S. $694,700) in Company’s shares to a third-party in exchange for certain intellectual property. During the first quarter of 2023, the Company took possession of the intellectual property and commenced a trial period to review the intellectual property; however, the Company determined that the intellectual property was not viable for their operations and returned the intellectual property to the third-party. Since the Company took possession of the intellectual property, it recognized the related expense during the first quarter March 31, 2023. The parties to the binding term sheet rescinded the transaction ab initio in April 2024.

Foreign Currency Transactions and Translation

The Company’s functional currency is the United States Dollar (“US $”). The Company’s wholly owned subsidiary, AIS Australia’s functional currency in which it operates is Australian Dollars (“AUD”).

For the purpose of presenting these consolidated financial statements the reporting currency is US$. AIS Australia’s assets and liabilities are expressed in US$ at the exchange rate on the balance sheet date, stockholder’s equity accounts are translated at historical rates, income and expense items are translated at the average exchange rate during the period The resulting translation adjustments are reported under accumulated other comprehensive income in the stockholder’s equity section of the balance sheets.

Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the date of the transaction. Gains or losses resulting from transactions in currencies other than the functional currencies are recognized as part of operating expenses in the condensed consolidated statement of comprehensive loss.

Exchange rates used for the translations are as follows:

AUD to US$

	Period End		Average
December 31, 2022	$	0.6766	$	0.6947
June 30, 2023	$	0.6630	$	0.6734
June 30, 2022	$	0.6889	$	0.7258

Fair Values of Financial Instruments

The Company adopted Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosures requirements for fair value measures. Current assets and current liabilities qualified as financial instruments and management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and if applicable, their current interest rate is equivalent to interest rates currently available.  The three levels are defined as follow:

· 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 assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.

· Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value.

As of the balance sheet date, the estimated fair values of the financial instruments, such as accounts payable and accrued expenses, approximated their fair values due to the short-term nature of these instruments. As of the balance sheet date, the estimated fair value of the loan payable – related parties, and due to related party, approximated their fair values due to the short-term nature of these instruments. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates the hierarchy disclosures each reporting period.

Related parties

The Company adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. 

Comprehensive income (loss)

The Company follows ASC 220 in reporting comprehensive income (loss). Comprehensive income (loss) is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income (loss).

Earnings (Loss) Per Share

The Company follows ASC 260 when reporting Earnings (Loss) Per Share resulting in the presentation of basic and diluted earnings (loss) per share. Because the Company does not have any common stock equivalents, such as stock options and warrants, the amounts reported for basic and diluted net loss per share were the same.

Revenue Recognition

The Company adopted FASB Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”), effective May 29, 2019.  The Company determines revenue recognition through the following steps:

· Identification of a contract with a customer;

· Identification of the performance obligations in the contract;

· Determination of the transaction price;

· Allocation of the transaction price to the performance obligations in the contract; and

· Recognition of revenue when or as the performance obligations are satisfied.

Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods or services to the Company’s customers in an amount that reflects the consideration expected to be received in exchange for transferring goods or services to customers. Control transfers once a customer has the ability to direct the use of, and obtain substantially all of the benefits from, the product. This includes the transfer of legal title, physical possession, the risks and rewards of ownership, and customer acceptance.

Income Taxes

The Company accounts for income taxes pursuant to FASB ASC 740. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company’s consolidated financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carry-forward period under the Federal tax laws. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimates

Credit risks

Australian bank accounts are insured with deposit protection up to 250,000 AUD. US bank accounts are insured with deposit protection up to $250,000. As of June 30, 2023 and December 31, 2022 the Company’s cash accounts did not exceed these insurance thresholds and thus, the Company is not subject to credit risk regarding cash.

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Restatement of Previously Issued Financial Statements (Tables)

6 Months Ended

Jun. 30, 2023

Restatement of Previously Issued Financial Statements

Schedule of correction of the financial statements

As of June 30, 2023
Corrected Condensed Consolidated Balance Sheets	As previously reported			Adjustment			As Restated
Accounts payable and accrued expenses	$	352,337		$	663,000		$	1,015,337
Total current liabilities		2,580,009			663,001			3,243,010
Total liabilities		2,580,009			663,001			3,243,010
Accumulated other comprehensive income		51,022			10,400			61,422
Accumulated deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Total stockholders’ deficit		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Research and development	$	-		$	673,400		$	673,400
Total operating expenses		993,504			673,400			1,666,904
Loss from operations		(993,504	)		(673,400	)		(1,666,904	)
Operating loss before income taxes		(1,015,026	)		(673,400	)		(1,688,426	)
Net loss		(1,015,026	)		(673,400	)		(1,688,426	)
Foreign currency translation adjustment - Income (loss)		24,065			10,400			34,464
Comprehensive loss		(990,961	)		(663,001	)		(1,653,962	)
Net loss per share – basic and diluted		(0.00	)		(0.01	)		(0.01	)
Weighted number of shares outstanding		202,708,630			(88,371,513	)		114,337,117

Three Months Ended June 30, 2023
Corrected Consolidated Statements of Comprehensive Loss	As previously reported			Adjustment			As Restated
Foreign exchange loss (gain)	$	(113	)	$	(21,301	)	$	(21,414	)
Total operating expenses		657,180			(21,301	)		635,879
Loss from operations		(657,180	)		21,301			(635,879	)
Operating loss before income taxes		(668,930	)		21,301			(647,629	)
Net loss		(668,930	)		21,301			(647,629	)
Foreign currency translation adjustment - Income (loss)		9,858			(12,701	)		(2,843	)
Comprehensive loss		(659,072	)		8,600			(650,472	)

As of March 31, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	14,206		$	23,101		$	37,307
Net loss for period		(346,096	)		(694,701	)		(1,040,797	)
Balance March 31, 2023 – Accumulated other comprehensive loss		41,164			23,101			64,265
Balance March 31, 2023 – Accumulated Deficit		(7,105,386	)		(694,701	)		(7,800,087	)
Balance March 31, 2023 – Stockholders’ Equity (Deficit)		(1,973,653	)		(671,600	)		(2,645,253	)

As of June 30, 2023
Condensed Consolidated Statements of Stockholders' Deficit	As previously reported			Adjustment			As Restated
Other comprehensive income	$	9,858		$	(12,701	)	$	(2,843	)
Net loss for period		(668,930	)		21,301			(647,629	)
Balance June 30, 2023 – Accumulated other comprehensive loss		51,022			10,400			61,422
Balance June 30, 2023 – Accumulated Deficit		(7,774,316	)		(673,400	)		(8,447,716	)
Balance June 30, 2023 – Stockholders’ Equity		(2,532,725	)		(663,000	)		(3,195,725	)

Six Months Ended June 30, 2023
Condensed Consolidated Statements of Cash Flows	As previously reported			Adjustment			As Restated
Net loss	$	(1,015,026	)	$	(673,400	)	$	(1,688,426	)
Accounts payable and accrued expenses		32,092			663,000			695,092
Foreign exchange (gain) loss		3,602			10,399			14,001

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Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2023

Summary of Significant Accounting Policies

Schedule of exchange rate used for the translation

	Period End		Average
December 31, 2022	$	0.6766	$	0.6947
June 30, 2023	$	0.6630	$	0.6734
June 30, 2022	$	0.6889	$	0.7258

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Related Parties (Tables)

6 Months Ended

Jun. 30, 2023

Related Parties

Schedule of related party payables transaction

Related Party	Note	June 30, 2023		December 31, 2022
Cooper Hill Assets Inc	(a)		1,374		1,374
Due to officers and directors	(b)		3,625		3,325
		$	4,999	$	4,699

Schedule of related party loans

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	1,470,927	$	912,189
Apple iSports Investment Group Pty	(b)		178,104		176,227
ABA Investment Group Pty Ltd	(c)		133,864		131,937
Utti Oco Pty Ltd	(d)		68,970		68,970
Mt. Wills Gold Mines Pty Ltd	(e)		21,550		21,550
Total loan payable		$	1,873,415	$	1,310,873

Related Party	Note	June 30, 2023		December 31, 2022
Cres Discretionary Trust No. 2	(a)	$	27,102	$	10,628
Apple iSports Investment Group Pty	(b)		5,419		2,909
ABA Investment Group Pty Ltd	(c)		4,579		2,710
Total accrued interest		$	37,101	$	16,248

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The Company History and Nature of the Business (Details Narrative) - $ / shares	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022
Common stock, shares par value	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	500,000,000	500,000,000	500,000,000
Stock Exchange Agreement [Member]
Common stock, shares par value	$ 0.0001
Common Stock, Shares Authorized	195,062,000

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Restatement of Previously Issued Financial Statements (Details) - USD ($)	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Accounts payable and accrued expenses	$ 1,015,337		$ 319,537
Total current liabilities	3,243,010		1,682,606
Total liabilities	3,243,010		1,682,606
Accumulated other comprehensive income	61,422		26,958
Accumulated deficit	(8,447,716)		(6,759,290)
Total stockholders' deficit	(3,195,725)	$ (2,645,253)	$ (1,641,763)	$ (727,961)	$ (327,458)	$ (158,654)
As previously reported [Member]
Accounts payable and accrued expenses	352,337
Total current liabilities	2,580,009
Total liabilities	2,580,009
Accumulated other comprehensive income	51,022	41,164
Accumulated deficit	(7,774,316)	(7,105,386)
Total stockholders' deficit	(2,532,725)	(1,973,653)
Adjustment [Member]
Accounts payable and accrued expenses	663,000
Total current liabilities	663,001
Total liabilities	663,001
Accumulated other comprehensive income	10,400	23,101
Accumulated deficit	(673,400)	(694,701)
Total stockholders' deficit	(663,000)	(671,600)
As Restated
Accounts payable and accrued expenses	1,015,337
Total current liabilities	3,243,010
Total liabilities	3,243,010
Accumulated other comprehensive income	61,422	64,265
Accumulated deficit	(8,447,716)	(7,800,087)
Total stockholders' deficit	$ (3,195,725)	$ (2,645,253)

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Restatement of Previously Issued Financial Statements (Details 1) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Research and development	$ 0		$ 0		$ 673,400	$ 0
Total operating expenses	635,879		427,736		1,666,904	589,064
Loss from operations	(635,879)		(427,736)		(1,666,904)	(589,064)
Operating loss before income taxes	(647,629)		(430,513)		(1,688,426)	(592,677)
Net loss	(647,629)		(430,513)		(1,688,426)	(592,677)
Net loss	(647,629)	$ (1,040,797)	(430,513)	$ (162,165)
Foregin currency translation adjustment - Inocme (loss)	(2,843)	37,307	30,010	$ (6,640)	34,464	23,370
Comprehensive Loss	$ (650,472)		$ (400,503)		$ (1,653,962)	$ (569,307)
Net loss per share - basic and diluted	$ (0.00)		$ (0.00)		$ (0.01)	$ (0.00)
As previously reported [Member]
Research and development	$ 113				$ 0
Total operating expenses	657,180				993,504
Loss from operations	(657,180)				(993,504)
Operating loss before income taxes	(668,930)				(1,015,026)
Net loss		(346,096)			(668,930)
Net loss	(668,930)				(1,015,026)
Foregin currency translation adjustment - Inocme (loss)	9,858				24,065
Comprehensive Loss	(659,072)				$ (990,961)
Net loss per share - basic and diluted					$ (0.00)
Weighted number of shares outstanding					202,708,630
Adjustment [Member]
Research and development	21,301				$ 673,400
Total operating expenses	(21,301)				673,400
Loss from operations	21,301				(673,400)
Operating loss before income taxes	21,301				(673,400)
Net loss		(694,701)			21,301
Net loss	21,301				(673,400)
Foregin currency translation adjustment - Inocme (loss)	(12,701)				10,400
Comprehensive Loss	8,600				$ (663,001)
Net loss per share - basic and diluted					$ (0.01)
Weighted number of shares outstanding					(88,371,513)
As Restated
Research and development	21,414				$ 673,400
Total operating expenses	635,879				1,666,904
Loss from operations	(635,879)				(1,666,904)
Operating loss before income taxes	(647,629)				(1,688,426)
Net loss	(647,629)				(1,688,426)
Net loss		$ (1,040,797)			(647,629)
Foregin currency translation adjustment - Inocme (loss)	(2,843)				34,464
Comprehensive Loss	$ (650,472)				$ (1,653,962)
Net loss per share - basic and diluted					$ (0.01)
Weighted number of shares outstanding					114,337,117

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Restatement of Previously Issued Financial Statements (Details 2) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Net loss	$ (647,629)	$ (1,040,797)	$ (430,513)	$ (162,165)
Net loss	(647,629)		(430,513)		$ (1,688,426)	$ (592,677)
Stockholders' Equity (Deficit)	(3,195,725)	(2,645,253)	$ (727,961)	$ (327,458)	(3,195,725)	$ (727,961)	$ (1,641,763)	$ (158,654)
Accumulated other comprehensive income	61,422				61,422		26,958
Accumulated deficit	(8,447,716)				(8,447,716)		$ (6,759,290)
As previously reported [Member]
Net loss	(668,930)				(1,015,026)
Net loss		(346,096)			(668,930)
Other comprehensive income		14,206			9,858
Stockholders' Equity (Deficit)	(2,532,725)	(1,973,653)			(2,532,725)
Accumulated other comprehensive income	51,022	41,164			51,022
Accumulated deficit	(7,774,316)	(7,105,386)			(7,774,316)
Adjustment [Member]
Net loss	21,301				(673,400)
Net loss		(694,701)			21,301
Other comprehensive income		23,101			(12,701)
Stockholders' Equity (Deficit)	(663,000)	(671,600)			(663,000)
Accumulated other comprehensive income	10,400	23,101			10,400
Accumulated deficit	(673,400)	(694,701)			(673,400)
As Restated
Net loss		(1,040,797)			(647,629)
Net loss	(647,629)				(1,688,426)
Other comprehensive income		37,307			(2,843)
Stockholders' Equity (Deficit)	(3,195,725)	(2,645,253)			(3,195,725)
Accumulated other comprehensive income	61,422	64,265			61,422
Accumulated deficit	$ (8,447,716)	$ (7,800,087)			$ (8,447,716)

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Restatement of Previously Issued Financial Statements (Details 3) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Net loss	$ (647,629)	$ (1,040,797)	$ (430,513)	$ (162,165)
Accounts payable and accrued expenses					$ 695,799	$ 8,150
Foreign exchange (gain) loss	(21,414)		$ 0		3,603	$ (300)
As previously reported [Member]
Net loss	(668,930)				(1,015,026)
Accounts payable and accrued expenses					32,092
Foreign exchange (gain) loss					3,602
Adjustment [Member]
Net loss	$ 21,301				(673,400)
Accounts payable and accrued expenses					663,000
Foreign exchange (gain) loss					10,399
As Restated
Net loss		$ (1,040,797)			(647,629)
Accounts payable and accrued expenses					695,092
Foreign exchange (gain) loss					$ 14,001

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Restatement of Previously Issued Financial Statements (Details Narrative)	6 Months Ended
	Jun. 30, 2023
Restatement of Previously Issued Financial Statements
Additional Information of Common Stock	the total number of common shares outstanding as of December 31, 2022 and 2021 were incorrectly reflected as 202,704,211 shares when the actual number of outstanding shares was 7,642,211, resulting in a reclassification of $19,506 from common stock at par to additional paid in capital on the December 31, 2022

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Summary of Significant Accounting Policies (Details)	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022
Summary of Significant Accounting Policies
Exchange rate period end	0.6630	0.6766	0.6889
Average	0.6734	0.6947	0.7258

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Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Summary of Significant Accounting Policies
Cash, FDIC Insured	$ 250,000	$ 250,000

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Related Parties (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Related party payables	$ 4,999	$ 4,699
Copper Hill [Member]
Related party payables	1,374	1,374
Due To Officers And Directors [Member]
Related party payables	$ 3,625	$ 3,325

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Related Parties (Details 1) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Total [Member]
Total Loan Payable	$ 1,873,415	$ 1,310,873
Total accrued interest	37,101	16,248
Cres Discretionary Trust [Member]
Related party loans	1,470,927	912,189
Apple ISports Investment Group Pty [Member]
Related party loans	178,104	176,227
ABA Investment Group Pty Ltd [Member]
Related party loans	133,864	131,937
Utti Oco Pty [Member]
Related party loans	68,970	68,970
Mt Wills Gold Mines Pty [Member]
Related party loans	21,550	21,550
Cres Discretionary Trust One [Member]
Related party loans	27,102	10,628
Apple ISports Investment Group Pty One [Member]
Related party loans	5,419	2,909
ABA Investment Group Pty Ltd One [Member]
Related party loans	$ 4,579	$ 2,710

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Related Parties (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Apr. 08, 2022	May 30, 2019
Interest expense	$ 11,750	$ 2,776	$ 21,522	$ 3,613
Cres Discretionary Trust [Member]
Interest rate						3.00%
Interest expense	9,456	16,959	1,207	2,043
Ownership percentage						100.00%
Apple iSports Investment Group Pty Ltd [Member]
Interest rate					3.00%
Interest expense	1,312	2,609	825	825
Ownership percentage					100.00%
ABA Investment Group Ltd [Member]
Interest rate					3.00%
Interest expense	$ 982	$ 1,954	$ 745	$ 745
Ownership percentage					100.00%

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Stockholders Deficit (Details Narrative) - USD ($)	1 Months Ended		6 Months Ended
	Jun. 20, 2023	Mar. 23, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Stockholders Deficit
Preferred stock, par value			$ 0.0001	$ 0.0001
Preferred stock, shares authorized			50,000,000	50,000,000
Common stock, shares par value			$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized			500,000,000	500,000,000	500,000,000
Common stock, shares issued			202,784,211	0	7,642,211
Common stock, shares outstanding			202,784,211	0	7,642,211
Treasury cost value			$ 52,954
Common stock during period	80,000	195,062,000
Stock price	$ 1.25
Proceeds from sale of common stock	$ 100,000		$ 100,000	$ 0
Common stock reissued		31,000

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Income Taxes (Details Narrative)	6 Months Ended
	Jun. 30, 2023
United States (US)
Statutory Income Tax	21.00%
Australia (AU)
Statutory Income Tax	25.00%
State of Delaware
Federal income tax	8.70%

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Subsequent Events (Details Narrative) - Memorandum of Understanding [Member]	1 Months Ended
	Jul. 24, 2023
Description of Agreement	i) pay $75,000 AUD within 14 days from the signing date, of which $40,000 AUD has been paid, (ii) contribute $925,000 in advertising value for the months of July and August 2023 which has occurred and (iii) the payment of $530,000 in common stock of Apple iSports Group, Inc. The share payment will be issued no more that 12 months from the agreement, in non-restricted form, and with a 15% discount to 30-day VWAP of the shares on the issue date
Acquisition ratio in australian company	45.00%