10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(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, 2020

OR

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

For the transition period from ____ to ____

Commission File No. 000-51783

NOVINT TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	85-0461778
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)
100 Merrick Road–Suite 400W
Rockville Center, NY	11570
(Address of Principal Executive Offices)	(Zip Code)
(866) 298-4420
Registrant’s Telephone Number, including Area Code:

Securities registered pursuant to Section 12(b) of the Act: None

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

Title of each class

Common Stock, $.0001 Par Value Per Share

Indicate by check 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,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Larger 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 ☒

On August 14, 2020, the Registrant had 202,308,728 shares of common stock outstanding.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Novint Technologies, Inc.

BALANCE SHEETS

	June 30,			December 31,
	2020			2019
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	374,303		$	431,715
Prepaid expenses and other current assets		—			2,048
Total Current Assets		374,303			433,763
TOTAL ASSETS	$	374,303		$	433,763
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Accounts payable and accrued expenses	$	662,878		$	640,374
Total Current Liabilities		662,878			640,374
TOTAL LIABILITIES		662,878			640,374
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.0001 par value; 12,500,000 shares authorized, 0 shares issued and outstanding as of June 30, 2020 and December 31, 2019		—			—
Common stock, $0.0001 par value; 500,000,000 shares authorized, 202,308,728 shares issued and outstanding as of June 30, 2020 and December 31, 2019		20,231			20,231
Additional paid in capital		41,059,293			41,059,293
Accumulated deficit		(41,368,099	)		(41,286,135	)
TOTAL STOCKHOLDERS’ DEFICIT		(288,575	)		(206,611	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	374,303		$	433,763

The accompanying notes are an integral part of these financial statements

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Novint Technologies, Inc.

STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended June 30						Six Months Ended June 30
	2020			2019			2020			2019
Revenue	$	—		$	—		$	1,000		$	—
Operating Expenses
Professional fees		8,913			6,242			40,113			26,135
General and administrative expenses		22,597			20,381			42,685			40,875
Total Operating Expenses		31,510			26,623			82,798			67,010
Loss from operations		(31,510	)		(26,623	)		(81,798	)		(67,010	)
Other expense:
Interest expense, net		(60	)		(81	)		(166	)		(163	)
Total other expense		(60	)		(81	)		(166	)		(163	)
Loss before provision for income taxes		(31,570	)		(26,704	)		(81,964	)		(67,173	)
Provision for income taxes		—			—			—			—
Net loss	$	(31,570	)	$	(26,704	)	$	(81,964	)	$	(67,173	)
Net loss per share
Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted-average common shares outstanding
Basic and Diluted		202,308,728			202,308,728			202,308,728			202,308,728

The accompanying notes are an integral part of these financial statements

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Novint Technologies, Inc.

STATEMENTS OF STOCKHOLDERS’ DEFICIT

(Unaudited)

	Three Months Ended June 30, 2019
					Additional
	Common Stock				Paid-in		Accumulated
	Shares		Amount		Capital		(Deficit)			Total
Balances, March 31, 2019		202,308,728	$	20,231	$	41,059,293	$	(41,192,427	)	$	(112,903	)
Net Loss for the Three Months		—		—		—		(26,704	)		(26,704	)
Balances, June 30, 2019		202,308,728		20,231		41,059,293		(41,219,131	)		(139,607	)

	Six Months Ended June 30, 2019
					Additional
	Common Stock				Paid-in		Accumulated
	Shares		Amount		Capital		(Deficit)			Total
Balances, December 31, 2018		202,308,728	$	20,231	$	41,059,293	$	(41,151,958	)	$	(72,434	)
Net Loss for the Six Months		—		—		—		(67,173	)		(67,173	)
Balances, June 30, 2019		202,308,728		20,231		41,059,293		(41,219,131	)		(139,607	)

	Three Months Ended June 30, 2020
					Additional
	Common Stock				Paid-in		Accumulated
	Shares		Amount		Capital		(Deficit)			Total
Balances, March 31, 2020		202,308,728	$	20,231	$	41,059,293	$	(41,336,529	)	$	(257,005	)
Net Loss for the Three Months		—		—		—		(31,570	)		(31,570	)
Balances, June 30, 2020		202,308,728		20,231		41,059,293		(41,368,099	)		(288,575	)

	Six Months Ended June 30, 2020
					Additional
	Common Stock				Paid-in		Accumulated
	Shares		Amount		Capital		(Deficit)			Total
Balances, December 31, 2019		202,308,728	$	20,231	$	41,059,293	$	(41,286,135	)	$	(206,611	)
Net Loss for the Six Months		—		—		—		(81,964	)		(81,964	)
Balances, June 30, 2020		202,308,728		20,231		41,059,293		(41,368,099	)		(288,575	)

The accompanying notes are an integral part of these financial statements

3

Novint Technologies, Inc.

 STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended June 30,
	2020			2019
Cash flows from operating activities:
Net loss	$	(81,964	)	$	(67,173	)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		2,048			4,113
Accounts payable and accrued expenses		22,504			28,761
Net cash used in operating activities		(57,412	)		(34,299	)
Net decrease in cash		(57,412	)		(34,299	)
Cash and cash equivalents, beginning of year		431,715			508,547
Cash and cash equivalents, end of period	$	374,303		$	474,248
Supplemental cash flow information:
Cash paid for interest	$	166		$	163
Cash paid for taxes	$	—		$	—

The accompanying notes are an integral part of these financial statements

4

 NOVINT TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2020

(Unaudited)

NOTE 1 – DESCRIPTION OF BUSINESS

Novint Technologies, Inc. (the “Company” or “Novint”) was originally incorporated in the State of New Mexico in April 1999. On February 26, 2002, the Company changed its state of incorporation to Delaware by merging with Novint Technologies, Inc., a Delaware corporation. This merger was accounted for as a reorganization of the Company.

Nature of Business

The Company currently is engaged in the development and sale of 3D haptics products and equipment. Haptics refers to one’s sense of touch.  The Company’s focus is in the consumer interactive computer gaming market, but the Company also does project work in other areas. The Company’s operations are based in New York with sales of its haptics products primarily to consumers through retail outlets.

Going Concern and Management’s Plans

These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred recurring losses and at June 30, 2020, had an accumulated deficit of $41,368,099. For the period ended June 30, 2020, the Company sustained a net loss of $81,964. These factors, among others, indicate that the Company may be unable to continue as a going concern for the next twelve months from the date the financial statements were issued. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that may be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is contingent upon its ability to obtain additional financing, and to generate revenue and cash flow to meet its obligations on a timely basis. Management intends to source new inventory and generate revenue by increasing its sales efforts. The Company will continue to seek and raise additional funding through debt or equity financing during the next twelve months.

We may be at risk as a result of the current COVID-19 pandemic. Risks that could affect our business include the duration and scope of the COVID-19 pandemic and the impact on the demand for our products; actions by governments, businesses and individuals taken in response to the pandemic; the length of time of the COVID-19 pandemic and the possibility of its reoccurrence; the timing required to develop effective treatments and a vaccine in the event of future outbreaks; the eventual impact of the pandemic and actions taken in response to the pandemic on global and regional economies; and the pace of recovery when the COVID-19 pandemic subsides.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  The most significant estimates and assumptions made in the preparation of the financial statements relate to accrued royalties and contingent consideration.  Actual results could differ from those estimates.

Basis of Presentation

The accompanying unaudited condensed financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these unaudited condensed financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the Company’s annual financial statements included within the Company’s Special Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on May 5, 2020.

In the opinion of management, the unaudited condensed financial statements included herein contain all adjustments necessary to present fairly the Company’s financial position and the results of its operations and cash flows for the interim periods presented. Such adjustments are of a normal recurring nature. The results of operations for the six months ended June 30, 2020 may not be indicative of results for the full year.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with maturities of three months or less to be cash equivalents. The Company maintains cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to federally insured limits. At times balances may exceed FDIC insured limits. The Company has not experienced any losses in such accounts.

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Revenue and Cost Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), and has since issued amendments thereto (collectively referred to as “ASC 606”). The core principle of ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. The five-step process to achieve this principle is as follows: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. ASC 606 also mandates additional disclosure about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract.

Revenue from product sales relates to the sale of the Falcon 3D Touch Haptic Controller (the “Falcon”), which is a human-computer user interface and related accessories. The Falcon allows the user to experience the sense of touch when using a computer, while holding its interchangeable handle. The Falcons are manufactured by an unrelated party. Revenue from product sales are recognized when products are shipped to the customer and the Company has earned the right to receive and retain reasonable assured payments for the products sold and delivered. Consequently, if revenue recognition requirements are not met, such sales will be recorded as deferred revenue until revenue recognition requirements are met.

Accounts Receivable

Accounts receivable are stated at the amounts management expects to collect. An allowance for doubtful accounts is recorded based on a combination of historical experience, aging analysis and information on specific accounts. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Management has determined that $0 allowance is required at June 30, 2020 and December 31, 2019.

Income Taxes

The Company accounts for its income taxes under the provisions of ASC Topic 740, “Income Taxes”. The method of accounting for income taxes under ASC 740 is an asset and liability method which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

Fair Value of Financial Instruments

 The Company follows the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) for disclosures about fair value of its financial instruments and to measure the fair value of its financial instruments. The FASB ASC establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The three levels of fair value hierarchy are described below:

Level 1	Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2	Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3	Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. 

The carrying amounts of the Company’s financial assets and liabilities, including cash, inventory, prepaid expenses, accounts payable, accrued expenses, payroll and related liabilities, and advances approximate their fair values because of the short maturity of these instruments.

Recently Issued Accounting Pronouncements

The Company has reviewed the recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC and they did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

6

NOTE 3 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses are as follows:

	June 30,		December 31,
	2020		2019
Trade payables	$	100,911	$	99,486
Accrued expenses		3,835		7,756
Accrued royalties		558,132		533,132
Total accounts payable and accrued expenses	$	662,878	$	640,374

NOTE 4 – COMMITMENTS AND CONTINGENCIES

From time to time, in the normal course of business, the Company is subject to routine litigation incidental to its business. Although there can be no assurances as to the ultimate disposition of any such matters, it is the opinion of management, based upon the information available at this time, that there are no matters, individually or in the aggregate, that will have a material adverse effect on the results of operations and financial condition of the Company.

The Company has licensing agreements with various parties providing gaming software. These licensing agreements have royalty fees ranging from 5% to 50% of either gross or net revenue, and a flat per user end fee of $0.50. Under one or more of these agreements, there was an annual aggregate minimum payment due of $50,000 which has been recorded as accrued royalties but remains unpaid. Accrued royalty fees as of June 30, 2020 and December 31, 2019, was $558,132 and $533,132, respectively. If contested, the Company may be found to be in breach of obligations to pay these amounts (although the Company believes this obligation is no longer ongoing), thus the remaining obligation under this agreement will remain as a liability.

NOTE 5 – INCOME TAXES

The Company files corporate income tax returns in the United States (Federal), in New Mexico and in New York. The Company is subject to federal, state and local income tax examinations by tax authorities for the tax years 2015 through 2018.

As of December 31, 2019, the Company had federal and state net operating loss carry forwards of $33.8 million and $0.5 million, respectively. Federal net operating losses generated prior to January 1, 2018, amounting to  $33.7 million, and may be offset against future taxable income, subject to limitation under IRC Section 382, which begin to expire in 2022 if not utilized prior to that date, and fully expire during various years through 2037 for federal purposes.  Net operating losses generated after January 1, 2018, amounting to $0.3 million, are limited to 80% utilization of current year income and no longer have an expiration. State net operating loss carryforwards will begin to expire in 2034 through 2039. 

Other than minimum taxes, the company does not incur a provision for income taxes because the Company has historically incurred operating losses and maintains a full valuation allowance against its net deferred tax assets due to the uncertainty surrounding the realizability of the benefit, based on a more likely than not criteria and in consideration of available positive and negative evidence.

On December 22, 2017, the Tax Cuts and Jobs Act (“The Act”), was signed into law by President Trump. The Act includes a number of provisions, including the lowering of the U.S. corporate tax rate from 34 percent to 21 percent, effective January 1, 2018 and the establishment of a territorial-style system for taxing foreign-source income of domestic multinational corporations. In December 2017, the SEC issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Act (“SAB118”), which allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment. The Company remeasured its deferred tax assets and liabilities as of December 31, 2017, applying the reduced corporate income tax rate and recorded a provisional decrease to the deferred tax assets of $4,504,000, with a corresponding adjustment to the valuation allowance. In the fourth quarter of 2018, we completed our analysis to determine the effect of the Tax Act and there were no material adjustments as of December 31, 2018.

7

NOTE 6 – STOCKHOLDERS’ EQUITY

Preferred Stock

The Company is currently authorized to issue up to 12,500,000 shares of $0.0001 par value preferred stock. No shares of preferred stock are currently outstanding. The Board of Directors may designate the authorized but unissued shares of the Preferred Stock with such rights and privileges as the board of directors may determine. As such, the board of directors may issue preferred shares and designate the conversion, voting and other rights and preferences without notice to the shareholders and without shareholder approval.

Common Stock

The Company is currently authorized to issue up to 500,000,000 shares of $0.0001 par value common stock. All issued shares of common stock are entitled to vote on a 1 share/1 vote basis.

The Company had 202,308,728 shares of common stock issued and outstanding as of June 30, 2020 and December 31, 2019.

NOTE 7 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these financial statements were issued.

8

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the audited Financial Statements and accompanying notes thereto included in the Company’s Annual Report on Form 10-K as of and for the fiscal year ended December 31, 2019.  Unless otherwise noted, all the financial information in this Report is financial information for the Company.

General

The Company currently is engaged in the development and sale of 3D haptics products and equipment. Haptics refers to one’s sense of touch.  The Company’s focus is in the consumer interactive computer gaming market, but the Company also does project work in other areas. The Company’s operations are based in New York with sales of its haptics products primarily to consumers through retail outlets.

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

Revenues

	Three months ended June 30,
	2020		2019		Change
Revenue	$	—	$	—	$	—

The Company recorded no revenue for the three-month period ended June 30, 2020 and no revenue during the three-month period ended June 30, 2019. The Company expects to continue to incur significant expenses and operating losses for the foreseeable future. The Company’s net losses may fluctuate significantly from quarter to quarter and year to year.

Operating Expenses

	Three months ended June 30,
	2020		2019		Change
Operating Expenses	$	31,510	$	26,623	$	4,887

Operating expenses increased by $4,887 or 18% due to an increase in professional fees. The increase in professional fees is primarily due to additional costs of being a current reporting company.

Other Expense

	Three months ended June 30,
	2020		2019		Change
Other Expense	$	60	$	81	$	(21)

Other expense was $60 during the three months ended June 30, 2020 compared with $81 during the three months ended June 30, 2019.  Other expense for the three months ended June 30, 2020 consisted of interest expense of related to finance charges on credit cards.

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

Revenues

	Six months ended June 30,
	2020		2019		Change
Revenue	$	1,000	$	—	$	1,000

The Company recorded revenue of $1,000 for the six-month period ended June 30, 2020 and no revenue during the six-month period ended June 30, 2019. The Company expects to continue to incur significant expenses and operating losses for the foreseeable future. The Company’s net losses may fluctuate significantly from quarter to quarter and year to year.

Operating Expenses

	Six months ended June 30,
	2020		2019		Change
Operating Expenses	$	82,798	$	67,010	$	15,788

Operating expenses increased by $15,788 or 23% due to an increase in professional fees. The increase in professional fees is primarily due to additional costs of being a current reporting company.

Other Expense

	Six months ended June 30,
	2020		2019		Change
Other Expense	$	166	$	163	$	3

Other expense was $166 during the three months ended June 30, 2020 compared with $163 during the six months ended June 30, 2019.  Other expense for the six months ended June 30, 2020 consisted of interest expense of related to finance charges on credit cards.

Liquidity and Capital Resources

The following table summarizes select balance sheet and working capital amounts as at June 30, 2020 and December 31, 2019:

	As of		As of
	June 30,		December 31,
	2020		2019			Change
Cash	$	374,303	$	431,715		$	(57,412)
Working capital deficit	$	(288,575)	$	(206,611	)	$	81,964

At June 30, 2020, the Company had working capital deficit of approximately $288,575. Accumulated deficit amounted to $41,368,099 and $41,286,135 at June 30, 2020 and December 31, 2019, respectively. Net loss for the six months ended June 30, 2020 and 2019 was $81,964 and $67,173, respectively. Net cash used in operating activities was $57,412 and $34,299 for the six months ended June 30, 2020 and 2019, respectively. Operations since inception have been funded primarily with the proceeds from equity and debt offerings. As of June 30, 2020, the Company had cash of $374,303.

The Company’s management has evaluated whether there is substantial doubt about the Company’s ability to continue as a going concern and has determined that substantial doubt existed as of the date of this filing. This determination was based on the following factors: (i) the Company’s available cash as of the date of this filing will not be sufficient to fund its anticipated level of operations for the next 12 months; (ii) the Company has incurred recurring losses and at June 30, 2020, had an accumulated deficit of $41,368,099; (iii) the Company sustained an operating loss of $81,798 for the period ended June 30, 2020; and (iv) if the Company fails to obtain the needed capital, it will be forced to delay, scale back, or eliminate some or all of its programs or perhaps cease operations. In the opinion of management, these factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern.

There is no assurance that the Company will be successful in any capital-raising efforts that it may undertake to fund operations during 2020. The Company anticipates that it will continue to issue equity and/or debt securities as a source of liquidity, until it begins to generate positive cash flow to support its operations. Any future sales of securities to finance operations will dilute existing stockholders’ ownership. The Company cannot guarantee when or if it will generate positive cash flow.

The audit report prepared by our independent registered public accounting firm relating to the Company’s consolidated financial statements for the year ended December 31, 2019 included an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern.

Cash Flow Activities

The following table summarizes the Company’s cash flows for the periods set forth below:

	Six months ended June 30,
	2020		2019		Change
Net cash used in operating activities	$	57,412	$	34,299	$	23,113

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Net cash used in operating activities for the six months ended June 30, 2020 was $57,412 compared with net cash used in operating activities of $34,299 for the six months ended June 30, 2019. The net cash used in operating activities during the six months ended June 30, 2020, was primarily due to a net loss of $81,964 partial offset by increase of $22,504 in accounts payable and accrued expenses.

Net cash used in operating activities for the six months ended June 30, 2019 was $34,299. The net cash used in operating activities during the six months ended June 30, 2019, was primarily due to a net loss of $67,173 partial offset by increase of $28,761 in accounts payable and accrued expenses.

Effects of Inflation

We do not believe that inflation has had a material impact on our business, sales, or operating results during the periods presented.

Off-Balance Sheet Arrangements

We currently do not have any off-balance sheet arrangements or financing activities with special-purpose entities.

Critical Accounting Policies

Critical accounting policies are those policies which are both important to the presentation of a company’s financial condition and results and require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.  There have been no recent significant changes to our accounting policies during the three and six months ended June 30, 2020.  For a further discussion of our critical accounting policies, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 

11

Certain Factors That May Affect Future Results of Operations

The Securities and Exchange Commission encourages companies to disclose forward-looking information so that investors can better understand a company’s future prospects and make informed investment decisions. This Quarterly Report on Form 10-Q contains such “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.All statements in this report, other than statements of historical fact, are forward-looking statements for purposes of these provisions, including any projections of earnings, revenues or other financial items, any statements of the plans and objectives of management for future operations, any statements concerning proposed new products or services, any statements regarding future economic conditions or performance, and any statements of assumptions underlying any of the foregoing. All forward-looking statements included in this report are made as of the date hereof and are based on information available to us as of such date. We assume no obligation to update any forward-looking statement. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,” “potential,” or “continue,” or the negative thereof or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements contained herein are based upon reasonable assumptions at the time made, there can be no assurance that any such expectations or any forward-looking statement will prove to be correct. Our actual results will vary, and may vary materially, from those projected or assumed in the forward-looking statements. Future financial condition and results of operations, as well as any forward-looking statements, are subject to inherent risks and uncertainties, many of which we cannot predict with accuracy and some of which we might not anticipate, including, without limitation, product recalls and product liability claims; infringement of our technology or assertion that our technology infringes the rights of other parties; termination of supplier relationships, or failure of suppliers to perform; inability to successfully manage growth; delays in obtaining regulatory approvals or the failure to maintain such approvals; concentration of our revenue among a few customers, products or procedures; development of new products and technology that could render our products obsolete; market acceptance of new products; introduction of products in a timely fashion; price and product competition, availability of labor and materials, cost increases, and fluctuations in and obsolescence of inventory; volatility of the market price of our common stock; foreign currency fluctuations; changes in key personnel; work stoppage or transportation risks; integration of business acquisitions; and other factors referred to in our reports filed with the SEC, including our Registration Statement on Form 10. All subsequent forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Additional factors that may have a direct bearing on our operating results are discussed in Item 1A “Risk Factors” in our Registration Statement on Form 10. In light of these assumptions, risks and uncertainties, the results and events discussed in the forward-looking statements contained in this Quarterly Report or in any document incorporated by reference might not occur. Stockholders are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this Quarterly Report. We are not under any obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise. All subsequent forward-looking statements attributable to us or to any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section.

Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

Item 4.  CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures (Disclosure Controls) within the meaning of Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Our Disclosure Controls are designed to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Our Disclosure Controls are also designed to ensure that such information is accumulated and communicated to our management, including our Chief Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our Disclosure Controls, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily applied its judgment in evaluating and implementing possible controls and procedures. As of the end of the period covered by this Quarterly Report on Form 10-Q, we evaluated the effectiveness of the design and operation of our Disclosure Controls, which was done under the supervision and with the participation of our management, including our Chief Executive Officer and Principal Financial Officer. Based on the evaluation of our Disclosure Controls, our Chief Executive Officer and Principal Financial Officer has concluded that, as of June 30, 2020, our Disclosure Controls were not effective due to a material weakness in the Company’s internal control over financial reporting. 

12

Change in Internal Control over Financial Reporting

Except as described above, there were no changes in our internal control over financial reporting that occurred during the three and six months ended June 30, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS

None

Item 1A. RISK FACTORS

Not required to be provided by smaller reporting companies.

Item 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. MINE SAFETY DISCLOSURES

None.

Item 5. OTHER INFORMATION

None.

Item 6. EXHIBITS 

13

EXHIBIT INDEX

Number	Description
31.1	Certification of the President and Chief Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to section 302 of the Sarbanes- Oxley Act of 2002 (filed herewith).
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes- Oxley Act of 2002 (filed herewith).
101. INS	XBRL Instance Document (submitted electronically herewith).
101. SCH	XBRL Taxonomy Extension Schema Document (submitted electronically herewith).
101. CAL	XBRL Taxonomy Extension Calculation Linkbase Document (submitted electronically herewith).
101. LAB	XBRL Taxonomy Extension Label Linkbase Document (submitted electronically herewith).
101. PRE	XBRL Taxonomy Extension Presentation Linkbase Document (submitted electronically herewith).
101. DEF	XBRL Taxonomy Extension Definition Linkbase Document (submitted electronically herewith).
3.1	Amend and Restated Certificate of Incorporation*
3.2 (6)	Amended and Restated Bylaws*
3.3 (1)	Articles of Merger*
3.4 (1)	Certificate of Merger*
4.1 (1)	Articles of Incorporation (See Exhibit 3.1) *
4.2 (3)	Form of Common Stock Purchase Warrant, April 2006*
4.3 (7)	Form of Common Stock Purchase Warrant, March 2007*
10.1 (1)	License Agreement with Sandia; Amendments*
10.2 (1)	Lease for 9620 San Mateo*
10.3 (1)	Employment Agreement with Tom Anderson*
10.4 (1)	Employment Agreement with Walter Aviles*
10.5 (10)	Amended and Restated 2004 Stock Incentive Plan*
10.6 (1)	Shareholders Agreement*

14

10.7 (1)	Lock Up Agreement*
10.8 (1)	Miscellaneous Technical Services Agreement between Aramco Services Company and Novint Technologies, Inc.*
10.9 (1)	Contract Addendum between Aramco Services Company and Novint Technologies, Inc.*
10.10 (1)	Amendment to Contract between Aramco Services Company and Novint Technologies, Inc.*
10.11 (1)	Amendment to Contract between Aramco Services Company and Novint Technologies, Inc.*
10.12 (1)	Statement of Work between Chevron Corporation and Novint Technologies, Inc.*
10.13 (1)	Purchase Order from DaimlerChrylser Corporation*
10.14 (1)	Purchase Order # 94059 from LockheedMartin Corporation*
10.15 (1)	Purchase Order # 96996 from LockheedMartin Corporation*
10.16 (1)	Purchase Order # 97860 from LockheedMartin Corporation*
10.17 (1)	Purchase Order # Q50601685 from LockheedMartin Corporation*
10.18 (1)	Purchase Order # QQ060592 from LockheedMartin Corporation*
10.19 (1)	Purchase Order # Q50608809 from LockheedMartin Corporation*
10.20 (1)	Purchase Order # 24232 from Sandia National Laboratories*
10.21 (1)	Purchase Order # 27467 from Sandia National Laboratories*
10.22 (1)	Purchase Order # 117339 from Sandia National Laboratories*
10.23 (1)	Purchase Order # 250810 from Sandia National Laboratories*
10.24 (1)	Undersea Exploration Modeling Agreement between Woods Hole Oceanographic Institute and Novint Technologies, Inc.*
10.25 (1)	Purchase Order for Lunar Design, Inc. dated April 7, 2005*
10.26 (1)	Sublicense Agreement between Manhattan Scientifics and Novint Technologies, Inc.*

15

10.27 (1)	License and Royalty Agreement between Manhattan Scientifics and Novint Technologies, Inc.*
10.28 (1)	Research Development and License Agreement between Manhattan Scientifics and Novint Technologies, Inc.*
10.29 (1)	Intellectual Property License Agreement with Force Dimension LLC*
10.30 (1)	Purchase Order with Lockheed Martin dated April 1, 2005*
10.31 (1)	Purchase Order with Lockheed Martin dated April 4, 2005*
10.32 (1)	Purchase Order with Lockheed Martin dated April 21, 2005*
10.33 (1)	Purchase Order with Deakin University dated April 6, 2004*
10.34 (1)	Purchase Order with Robarts Research dated September 24, 2004*
10.35 (1)	Purchase Order with University of New Mexico dated March 16, 2004*
10.36 (1)	Amendment to Agreement with Force Dimension Dated May 5, 2005*
10.37 (1)	Amendment to contract between Aramco Services Company and Novint Technologies, Inc*
10.38 (2)	Purchase Order with Lockheed Martin dated February 16, 2006*
10.39 (2)	Amendment to Intellectual Property License Agreement with Force Dimension LLC dated March 9, 2006*
10.40 (2)	Purchase Order with Lockheed Martin dated March 3, 2006*
10.41 (3)	Form of Subscription Agreement for Securities, April 2006*
10.42 (4)	Board of Directors Agreement between V. Gerald Grafe and Novint Technologies, Inc.*
10.44 (5)	Manufacturing Agreement dated December 19, 2006 by and between Novint Technologies, Inc. and VTech Communications Ltd.*
10.45 (5)	Novint Purchase Order 1056. (Portions of this exhibit have been omitted pursuant to a request for confidential treatment.) *
10.46 (7)	Form of Unit Subscription Agreement, March 2007*
10.47 (7)	Form of Investor Rights Agreement, March 2007*
10.48 (8)	Amendment No. 1 to Unit Subscription Agreement dated March 2, 2007*
10.49 (8)	Amendment No. 2 to Unit Subscription Agreement dated March 30, 2007*

16

10.50 (8)	Amendment No. 1 to Investor Rights Agreement dated March 30, 2007*
10.51 (10)	Purchase Order with The Falk Group, LLC dated January 16, 2007*
10.52 (11)	Tournabout Intellectual Property Acquisition Agreement dated July 17, 2007*
10.53 (12)	Lease Agreement dated May 29, 2007*
10.54 (12)	Lease Agreement dated June 21, 2007*

14 (2) Code of Ethics*

* Previously filed with the SEC as indicated, and hereby incorporated herein by reference.

17

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.

August 14, 2020	NOVINT TECHNOLOGIES, INC.
	By:	/s/ Orin Hirschman
		Name: Orin Hirschman
		Title: President (Principal Executive Officer and Principal Financial Officer)

18

EX-31.1

Novint Technologies, Inc. 10-Q

 Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a) AND 15d-14(a),

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Orin Hirschman, certify that:

1.        I have reviewed this Quarterly Report on Form 10-Q of Novint Technologies, Inc.;

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

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

4.        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 my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiary, is made known to me by others within that entity, 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 my 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 my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

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

5.        I have disclosed, based on my 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: August 14, 2020

/s/ Orin Hirschman

Orin Hirschman

President (Principal Executive Officer and Principal Financial Officer)

EX-32.1

Novint Technologies, Inc. 10-Q

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Novint Technologies, Inc. (the “Company”) on Form 10-Q for the quarter ending June 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Orin Hirschman as Principal Executive Officer and Principal Financial Officer of the Company certify, pursuant to and for the purpose of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(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: August 14, 2020

/s/ Orin Hirschman

Orin Hirschman

President (Principal Executive Officer and Principal Financial Officer)

A signed original of this written statement required by Section 906 has been provided to Novint Technologies, Inc. and will be retained by Novint Technologies, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Cover - shares	6 Months Ended
	Jun. 30, 2020	Aug. 14, 2020
Cover [Abstract]
Entity Registrant Name	NOVINT TECHNOLOGIES INC
Entity Central Index Key	0001282980
Document Type	10-Q
Document Period End Date	Jun. 30, 2020
Entity File Number	000-51783
Entity Incorporation, State or Country Code	DE
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		202,308,728
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2020

XML

BALANCE SHEETS (Unaudited) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
CURRENT ASSETS:
Cash and cash equivalents	$ 374,303	$ 431,715
Prepaid expenses and other current assets		2,048
Total Current Assets	374,303	433,763
TOTAL ASSETS	374,303	433,763
CURRENT LIABILITIES:
Accounts payable and accrued expenses	662,878	640,374
Total Current Liabilities	662,878	640,374
TOTAL LIABILITIES	662,878	640,374
STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value; 12,500,000 shares authorized, 0 shares issued and outstanding as of June 30, 2020 and December 31, 2019
Common stock, $0.0001 par value; 500,000,000 shares authorized, 202,308,728 shares issued andoutstanding as of June 30, 2020 and December 31, 2019	20,231	20,231
Additional paid in capital	41,059,293	41,059,293
Accumulated deficit	(41,368,099)	(41,286,135)
TOTAL STOCKHOLDERS' DEFICIT	(288,575)	(206,611)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 374,303	$ 433,763

XML

BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	12,500,000	12,500,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized	500,000,000	500,000,000
Common stock, issued	202,308,728	202,308,728
Common stock, outstanding	202,308,728	202,308,728

XML

STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Revenue			$ 1,000
Operating Expenses
Professional fees	$ 8,913	$ 6,242	40,113	26,135
General and administrative expenses	22,597	20,381	42,685	40,875
Total Operating Expenses	31,510	26,623	82,798	67,010
Loss from operations	(31,510)	(26,623)	(81,798)	(67,010)
Other expense:
Interest expense, net	(60)	(81)	(166)	(163)
Total other expense	(60)	(81)	(166)	(163)
Loss before provision for income taxes	(31,570)	(26,704)	(81,964)	(67,173)
Provision for income taxes
Net loss	$ (31,570)	$ (26,704)	$ (81,964)	$ (67,173)
Net loss per share Basic and Diluted (in dollars per share)	$ 0.00	$ 0.00	$ 0.00	$ 0.00
Weighted-average common shares outstanding Basic and Diluted (in shares)	202,308,728	202,308,728	202,308,728	202,308,728

XML

STATEMENT OF STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Balance, at Beginning at Dec. 31, 2018	$ 20,231	$ 41,059,293	$ (41,151,958)	$ (72,434)
Balance, at Beginning (in shares) at Dec. 31, 2018	202,308,728
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss			(67,173)	(67,173)
Balance, at Ending at Jun. 30, 2019	$ 20,231	41,059,293	(41,219,131)	(139,607)
Balance, at Ending (in shares) at Jun. 30, 2019	202,308,728
Balance, at Beginning at Mar. 31, 2019	$ 20,231	41,059,293	(41,192,427)	(112,903)
Balance, at Beginning (in shares) at Mar. 31, 2019	202,308,728
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss			(26,704)	(26,704)
Balance, at Ending at Jun. 30, 2019	$ 20,231	41,059,293	(41,219,131)	(139,607)
Balance, at Ending (in shares) at Jun. 30, 2019	202,308,728
Balance, at Beginning at Dec. 31, 2019	$ 20,231	41,059,293	(41,286,135)	(206,611)
Balance, at Beginning (in shares) at Dec. 31, 2019	202,308,728
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss			(81,964)	(81,964)
Balance, at Ending at Jun. 30, 2020	$ 20,231	41,059,293	(41,368,099)	(288,575)
Balance, at Ending (in shares) at Jun. 30, 2020	202,308,728
Balance, at Beginning at Mar. 31, 2020	$ 20,231	41,059,293	(41,336,529)	(257,005)
Balance, at Beginning (in shares) at Mar. 31, 2020	202,308,728
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss			(31,570)	(31,570)
Balance, at Ending at Jun. 30, 2020	$ 20,231	$ 41,059,293	$ (41,368,099)	$ (288,575)
Balance, at Ending (in shares) at Jun. 30, 2020	202,308,728

XML

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Cash flows from operating activities:
Net loss	$ (31,570)	$ (26,704)	$ (81,964)	$ (67,173)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets			2,048	4,113
Accounts payable and accrued expenses			22,504	28,761
Net cash used in operating activities			(57,412)	(34,299)
Net decrease in cash			(57,412)	(34,299)
Cash and cash equivalents, beginning of year			431,715	508,547
Cash and cash equivalents, end of period	$ 374,303	$ 474,248	374,303	474,248
Supplemental cash flow information:
Cash paid for interest			$ 166	$ 163

XML

DESCRIPTION OF BUSINESS

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

DESCRIPTION OF BUSINESS

NOTE 1 – DESCRIPTION OF BUSINESS

Novint Technologies, Inc. (the “Company” or “Novint”) was originally incorporated in the State of New Mexico in April 1999. On February 26, 2002, the Company changed its state of incorporation to Delaware by merging with Novint Technologies, Inc., a Delaware corporation. This merger was accounted for as a reorganization of the Company.

Nature of Business

The Company currently is engaged in the development and sale of 3D haptics products and equipment. Haptics refers to one’s sense of touch.  The Company’s focus is in the consumer interactive computer gaming market, but the Company also does project work in other areas. The Company’s operations are based in New York with sales of its haptics products primarily to consumers through retail outlets.

Going Concern and Management’s Plans

These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred recurring losses and at June 30, 2020, had an accumulated deficit of $41,368,099. For the period ended June 30, 2020, the Company sustained a net loss of $81,964. These factors, among others, indicate that the Company may be unable to continue as a going concern for the next twelve months from the date the financial statements were issued. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that may be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is contingent upon its ability to obtain additional financing, and to generate revenue and cash flow to meet its obligations on a timely basis. Management intends to source new inventory and generate revenue by increasing its sales efforts. The Company will continue to seek and raise additional funding through debt or equity financing during the next twelve months.

We may be at risk as a result of the current COVID-19 pandemic. Risks that could affect our business include the duration and scope of the COVID-19 pandemic and the impact on the demand for our products; actions by governments, businesses and individuals taken in response to the pandemic; the length of time of the COVID-19 pandemic and the possibility of its reoccurrence; the timing required to develop effective treatments and a vaccine in the event of future outbreaks; the eventual impact of the pandemic and actions taken in response to the pandemic on global and regional economies; and the pace of recovery when the COVID-19 pandemic subsides.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2020

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  The most significant estimates and assumptions made in the preparation of the financial statements relate to accrued royalties and contingent consideration.  Actual results could differ from those estimates.

Basis of Presentation

The accompanying unaudited condensed financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these unaudited condensed financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the Company’s annual financial statements included within the Company’s Special Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on May 5, 2020.

In the opinion of management, the unaudited condensed financial statements included herein contain all adjustments necessary to present fairly the Company’s financial position and the results of its operations and cash flows for the interim periods presented. Such adjustments are of a normal recurring nature. The results of operations for the six months ended June 30, 2020 may not be indicative of results for the full year.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with maturities of three months or less to be cash equivalents. The Company maintains cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to federally insured limits. At times balances may exceed FDIC insured limits. The Company has not experienced any losses in such accounts.

Revenue and Cost Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), and has since issued amendments thereto (collectively referred to as “ASC 606”). The core principle of ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. The five-step process to achieve this principle is as follows: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. ASC 606 also mandates additional disclosure about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract.

Revenue from product sales relates to the sale of the Falcon 3D Touch Haptic Controller (the “Falcon”), which is a human-computer user interface and related accessories. The Falcon allows the user to experience the sense of touch when using a computer, while holding its interchangeable handle. The Falcons are manufactured by an unrelated party. Revenue from product sales are recognized when products are shipped to the customer and the Company has earned the right to receive and retain reasonable assured payments for the products sold and delivered. Consequently, if revenue recognition requirements are not met, such sales will be recorded as deferred revenue until revenue recognition requirements are met.

Accounts Receivable

Accounts receivable are stated at the amounts management expects to collect. An allowance for doubtful accounts is recorded based on a combination of historical experience, aging analysis and information on specific accounts. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Management has determined that $0 allowance is required at June 30, 2020 and December 31, 2019.

Income Taxes

The Company accounts for its income taxes under the provisions of ASC Topic 740, “Income Taxes”. The method of accounting for income taxes under ASC 740 is an asset and liability method which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

Fair Value of Financial Instruments

 The Company follows the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) for disclosures about fair value of its financial instruments and to measure the fair value of its financial instruments. The FASB ASC establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The three levels of fair value hierarchy are described below:

Level 1	Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2	Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3	Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. 

The carrying amounts of the Company’s financial assets and liabilities, including cash, inventory, prepaid expenses, accounts payable, accrued expenses, payroll and related liabilities, and advances approximate their fair values because of the short maturity of these instruments.

Recently Issued Accounting Pronouncements

The Company has reviewed the recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC and they did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES

6 Months Ended

Jun. 30, 2020

Payables and Accruals [Abstract]

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

NOTE 3 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses are as follows:

	June 30,		December 31,
	2020		2019
Trade payables	$	100,911	$	99,486
Accrued expenses		3,835		7,756
Accrued royalties		558,132		533,132
Total accounts payable and accrued expenses	$	662,878	$	640,374

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 4 – COMMITMENTS AND CONTINGENCIES

From time to time, in the normal course of business, the Company is subject to routine litigation incidental to its business. Although there can be no assurances as to the ultimate disposition of any such matters, it is the opinion of management, based upon the information available at this time, that there are no matters, individually or in the aggregate, that will have a material adverse effect on the results of operations and financial condition of the Company.

The Company has licensing agreements with various parties providing gaming software. These licensing agreements have royalty fees ranging from 5% to 50% of either gross or net revenue, and a flat per user end fee of $0.50. Under one or more of these agreements, there was an annual aggregate minimum payment due of $50,000 which has been recorded as accrued royalties but remains unpaid. Accrued royalty fees as of June 30, 2020 and December 31, 2019, was $558,132 and $533,132, respectively. If contested, the Company may be found to be in breach of obligations to pay these amounts (although the Company believes this obligation is no longer ongoing), thus the remaining obligation under this agreement will remain as a liability.

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INCOME TAXES

6 Months Ended

Jun. 30, 2020

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 5 – INCOME TAXES

The Company files corporate income tax returns in the United States (Federal), in New Mexico and in New York. The Company is subject to federal, state and local income tax examinations by tax authorities for the tax years 2015 through 2018.

As of December 31, 2019, the Company had federal and state net operating loss carry forwards of $33.8 million and $0.5 million, respectively. Federal net operating losses generated prior to January 1, 2018, amounting to  $33.7 million, and may be offset against future taxable income, subject to limitation under IRC Section 382, which begin to expire in 2022 if not utilized prior to that date, and fully expire during various years through 2037 for federal purposes.  Net operating losses generated after January 1, 2018, amounting to $0.3 million, are limited to 80% utilization of current year income and no longer have an expiration. State net operating loss carryforwards will begin to expire in 2034 through 2039. 

Other than minimum taxes, the company does not incur a provision for income taxes because the Company has historically incurred operating losses and maintains a full valuation allowance against its net deferred tax assets due to the uncertainty surrounding the realizability of the benefit, based on a more likely than not criteria and in consideration of available positive and negative evidence.

On December 22, 2017, the Tax Cuts and Jobs Act (“The Act”), was signed into law by President Trump. The Act includes a number of provisions, including the lowering of the U.S. corporate tax rate from 34 percent to 21 percent, effective January 1, 2018 and the establishment of a territorial-style system for taxing foreign-source income of domestic multinational corporations. In December 2017, the SEC issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Act (“SAB118”), which allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment. The Company remeasured its deferred tax assets and liabilities as of December 31, 2017, applying the reduced corporate income tax rate and recorded a provisional decrease to the deferred tax assets of $4,504,000, with a corresponding adjustment to the valuation allowance. In the fourth quarter of 2018, we completed our analysis to determine the effect of the Tax Act and there were no material adjustments as of December 31, 2018.

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STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 30, 2020

Equity [Abstract]

STOCKHOLDERS' EQUITY

NOTE 6 – STOCKHOLDERS’ EQUITY

Preferred Stock

The Company is currently authorized to issue up to 12,500,000 shares of $0.0001 par value preferred stock. No shares of preferred stock are currently outstanding. The Board of Directors may designate the authorized but unissued shares of the Preferred Stock with such rights and privileges as the board of directors may determine. As such, the board of directors may issue preferred shares and designate the conversion, voting and other rights and preferences without notice to the shareholders and without shareholder approval.

Common Stock

The Company is currently authorized to issue up to 500,000,000 shares of $0.0001 par value common stock. All issued shares of common stock are entitled to vote on a 1 share/1 vote basis.

The Company had 202,308,728 shares of common stock issued and outstanding as of June 30, 2020 and December 31, 2019.

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2020

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 7 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these financial statements were issued.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2020

Accounting Policies [Abstract]

Use of Estimates and Assumptions

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  The most significant estimates and assumptions made in the preparation of the financial statements relate to accrued royalties and contingent consideration.  Actual results could differ from those estimates.

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these unaudited condensed financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the Company’s annual financial statements included within the Company’s Special Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on May 5, 2020.

In the opinion of management, the unaudited condensed financial statements included herein contain all adjustments necessary to present fairly the Company’s financial position and the results of its operations and cash flows for the interim periods presented. Such adjustments are of a normal recurring nature. The results of operations for the six months ended June 30, 2020 may not be indicative of results for the full year.

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with maturities of three months or less to be cash equivalents. The Company maintains cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to federally insured limits. At times balances may exceed FDIC insured limits. The Company has not experienced any losses in such accounts.

Revenue and Cost Recognition

Revenue and Cost Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), and has since issued amendments thereto (collectively referred to as “ASC 606”). The core principle of ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. The five-step process to achieve this principle is as follows: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. ASC 606 also mandates additional disclosure about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract.

Revenue from product sales relates to the sale of the Falcon 3D Touch Haptic Controller (the “Falcon”), which is a human-computer user interface and related accessories. The Falcon allows the user to experience the sense of touch when using a computer, while holding its interchangeable handle. The Falcons are manufactured by an unrelated party. Revenue from product sales are recognized when products are shipped to the customer and the Company has earned the right to receive and retain reasonable assured payments for the products sold and delivered. Consequently, if revenue recognition requirements are not met, such sales will be recorded as deferred revenue until revenue recognition requirements are met.

Accounts Receivable

Accounts Receivable

Accounts receivable are stated at the amounts management expects to collect. An allowance for doubtful accounts is recorded based on a combination of historical experience, aging analysis and information on specific accounts. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Management has determined that $0 allowance is required at June 30, 2020 and December 31, 2019.

Income Taxes

Income Taxes

The Company accounts for its income taxes under the provisions of ASC Topic 740, “Income Taxes”. The method of accounting for income taxes under ASC 740 is an asset and liability method which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 The Company follows the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) for disclosures about fair value of its financial instruments and to measure the fair value of its financial instruments. The FASB ASC establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The three levels of fair value hierarchy are described below:

Level 1	Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2	Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3	Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. 

The carrying amounts of the Company’s financial assets and liabilities, including cash, inventory, prepaid expenses, accounts payable, accrued expenses, payroll and related liabilities, and advances approximate their fair values because of the short maturity of these instruments.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

The Company has reviewed the recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC and they did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)

6 Months Ended

Jun. 30, 2020

Payables and Accruals [Abstract]

Schedule of accounts payable and accrued expenses

Accounts payable and accrued expenses are as follows:

	June 30,		December 31,
	2020		2019
Trade payables	$	100,911	$	99,486
Accrued expenses		3,835		7,756
Accrued royalties		558,132		533,132
Total accounts payable and accrued expenses	$	662,878	$	640,374

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DESCRIPTION OF BUSINESS (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (41,368,099)		$ (41,368,099)		$ (41,286,135)
Net loss	$ (31,570)	$ (26,704)	$ (81,964)	$ (67,173)

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Accounts receivable, allowance	$ 0	$ 0

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Payables and Accruals [Abstract]
Trade payables	$ 100,911	$ 99,486
Accrued expenses	3,835	7,756
Accrued royalties	558,132	533,132
Total accounts payable and accrued expenses	$ 662,878	$ 640,374

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COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Accrued royalty fees	$ 558,132	$ 533,132
Licensing Agreements [Member]
Revenue per user fee	$ 0.50
Licensing Agreements [Member] | Minimum [Member]
Royalty fees on net revenue percentage	5.00%
Accrued royalty fees		$ 50,000
Licensing Agreements [Member] | Maximum [Member]
Royalty fees on net revenue percentage	50.00%

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INCOME TAXES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended	18 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2017	Jun. 30, 2019	Dec. 31, 2019
Operating Loss Carryforwards [Line Items]
Net operating losses	$ (31,510)	$ (26,623)	$ (81,798)	$ (67,010)
Federal [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards							$ 33,800,000
Net operating losses					$ 33,700,000	$ 300,000
Description of limitations use					Subject to limitation under IRC Section 382	Limited to 80% utilization of current year income and no longer have an expiration.
Limited utilization rate of current year income						80.00%
Federal corporate tax rate					34.00%	21.00%
Increase (decrease) in deferred tax valuation allowance					$ (4,504,000)
State [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards							$ 500,000

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STOCKHOLDERS' EQUITY (Details Narrative) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Equity [Abstract]
Preferred stock, authorized	12,500,000	12,500,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, outstanding	0	0
Common stock, authorized	500,000,000	500,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, issued	202,308,728	202,308,728
Common stock, outstanding	202,308,728	202,308,728