THEGLOBE COM INC Files 10-K for Fiscal Year Ended December 31, 2023

TL;DR

<b>TheGlobe.com, Inc. has filed its 2023 annual report detailing financial performance and subsequent events.</b>

AI Summary

THEGLOBE COM INC (TGLO) filed a Annual Report (10-K) with the SEC on March 15, 2024. TheGlobe.com, Inc. filed its annual report (10-K) for the fiscal year ended December 31, 2023. The company is incorporated in Delaware and its principal executive offices are located in Houston, TX. The filing includes financial data for the fiscal years ended December 31, 2023, 2022, and 2021. Key financial statement components like Retained Earnings, Additional Paid-In Capital, and Common Stock are detailed for these periods. Subsequent events, including a note payable to Delfin Midstream LLC as of January 31, 2024, are mentioned.

Why It Matters

For investors and stakeholders tracking THEGLOBE COM INC, this filing contains several important signals. This 10-K filing provides a comprehensive overview of TheGlobe.com's financial health and operational status for the fiscal year 2023, crucial for investors assessing the company's performance and future prospects. The inclusion of detailed financial data and subsequent events like the Delfin Midstream LLC note payable offers insights into potential liabilities and financial commitments impacting the company.

Risk Assessment

Risk Level: low — THEGLOBE COM INC shows low risk based on this filing. The filing is a standard 10-K report, providing historical financial data and disclosures without immediate indicators of significant new risks or positive/negative developments beyond routine reporting.

Analyst Insight

Review the detailed financial statements and notes within the 10-K to understand the company's revenue, expenses, assets, liabilities, and any specific risks or opportunities highlighted.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period for the 10-K)
• 2024-03-15 — Filing Date (Date the 10-K was filed)
• 2023-12-31 — Reporting Period End (End date of the fiscal year reported)
• 2024-01-31 — Subsequent Event Date (Date of a note payable to Delfin Midstream LLC)

Key Players & Entities

• THEGLOBE COM INC (company) — Registrant name
• DELAWARE (company) — State of incorporation
• HOUSTON, TX (company) — Principal executive offices location
• Delfin Midstream LLC (company) — Entity involved in subsequent event

FAQ

Industry Context

TheGlobe.com, Inc. operates in the Services-Advertising sector (SIC 7310). This filing is a standard annual report for a publicly traded company.

Regulatory Implications

This filing is made pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, requiring public companies to submit annual reports.

What Investors Should Do

1. Analyze the consolidated financial statements for the fiscal years ended December 31, 2023, 2022, and 2021.
2. Review the 'Subsequent Events' section for details on the note payable to Delfin Midstream LLC dated January 31, 2024.
3. Examine any disclosures related to the company's business operations and risk factors, if present in the full filing.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-03-15: Filing Date — The date the 10-K was officially submitted to the SEC.

Year-Over-Year Comparison

This is the 10-K filing for the fiscal year ended December 31, 2023. Specific comparisons to the prior year's 10-K are not detailed in this header information.

Key Financial Figures

• $0.001 — nding of the Registrant's Common Stock, $0.001 par value (the "Common Stock"), as of F
• $1,279,000 — orking capital deficit of approximately $1,279,000. This deficit included accrued expenses
• $26,000 — luded accrued expenses of approximately $26,000, accounts payable of approximately $4,0
• $4,000 — ,000, accounts payable of approximately $4,000 and approximately $1,258,000 in princip
• $1,258,000 — approximately $4,000 and approximately $1,258,000 in principal and accrued interest owed
• $977,000 — cember 31, 2023, we borrowed a total of $977,000 under the amended and restated Promisso
• $1,027,000 — ember 2023 to increase our borrowing to $1,027,000, of which cash was not received and rec
• $191,740 — 023 and 2022, we incurred net losses of $191,740 and $186,844, respectively. General and
• $186,844 — we incurred net losses of $191,740 and $186,844, respectively. General and administrati
• $5.00 — price of our Common Stock is less than $5.00 per share and our net tangible assets a
• $2.0 m — d our net tangible assets are less than $2.0 million, trading in our Common Stock is s
• $0 — ince then. As a result, net revenue was $0 for both of the years ended December 31
• $117,000 — strative expenses totaled approximately $117,000 for the year ended December 31, 2023 an
• $120,000 — or the year ended December 31, 2023 and $120,000 for the year ended December 31, 2022. T
• $75,000 — ber 31, 2023 and 2022 was approximately $75,000 and $64,000, respectively, and consiste

Filing Documents

• tglo-20231231x10k.htm (10-K) — 558KB
• tglo-20231231xex10d2.htm (EX-10.2) — 56KB
• tglo-20231231xex31d1.htm (EX-31.1) — 10KB
• tglo-20231231xex32d1.htm (EX-32.1) — 6KB
• 0001410578-24-000213.txt (&nbsp;) — 2242KB
• tglo-20231231.xsd (EX-101.SCH) — 18KB
• tglo-20231231_cal.xml (EX-101.CAL) — 23KB
• tglo-20231231_def.xml (EX-101.DEF) — 28KB
• tglo-20231231_lab.xml (EX-101.LAB) — 149KB
• tglo-20231231_pre.xml (EX-101.PRE) — 107KB
• tglo-20231231x10k_htm.xml (XML) — 189KB

BUSINESS

ITEM 1. BUSINESS 2

PROPERTIES

ITEM 2. PROPERTIES 5

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS 5

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES 5 PART II 6

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 6

SELECTED FINANCIAL DATA

ITEM 6. SELECTED FINANCIAL DATA 6

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 6

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 9

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 18 PART III 19

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 19

EXECUTIVE COMPENSATION

ITEM 11. EXECUTIVE COMPENSATION 21

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 21

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 22

PRINCIPAL ACCOUNTING FEES AND SERVICES

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES 23 PART IV 24

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 24 Table of Contents

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS This Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (with the rules promulgated thereunder, the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (with the rules promulgated thereunder, the "Exchange Act"). These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by terminology, such as "may," "will," "should," "could," "expect," "plan," "anticipate," "believe," "estimate," "project," "predict," "intend," "potential" or "continue" or the negative of such terms or other comparable terminology, although not all forward-looking statements contain such terms. In addition, these forward-looking statements include, but are not limited to, statements regarding: our need for and ability to obtain additional equity and debt capital financing to continue as a going concern, and the sources of such capital; our estimates with respect to our ability to continue as a going concern; our intent with respect to future dividends; the continued forbearance of certain related parties from making demand for payment under certain contractual obligations of, and loans to, the Company; and our estimates with respect to certain accounting and tax matters. These forward-looking statements reflect our current view about future events and are subject to risks, uncertainties and assumptions. Unless required by law, we do not intend to update any of the forward-looking statements after the date of this Form 10-K or to conform these statements to actual results. We wish to caution readers that certain important factors may have affected and could in the future affect our actual results and could cause actual result

BUSINESS

ITEM 1. BUSINESS DESCRIPTION OF BUSINESS General theglobe.com, inc. (the "Company," "theglobe," "we" or "us") was incorporated on May 1, 1995 and commenced operations on that date. Originally, we were an online community with registered members and users in the United States and abroad. On September 29, 2008, we consummated the sale of the business and substantially all of the assets of our subsidiary, Tralliance Corporation ("Tralliance"), to Tralliance Registry Management Company, LLC ("Tralliance Registry Management"), an entity controlled by Michael S. Egan, our former Chairman and Chief Executive Officer. As a result of and on the effective date of the sale of our Tralliance business, which was our last remaining operating business, we became a "shell company," as that term is defined in Rule 12b-2 of the Exchange Act, with no material operations or assets. On December 20, 2017, Delfin Midstream LLC ("Delfin") entered into a Common Stock Purchase Agreement with certain of our stockholders for the purchase of a total of 312,825,952 shares of our common stock, par value $0.001 per share ("Common Stock"), representing approximately 70.9% of our Common Stock. As a shell company, our operating expenses have consisted primarily of, and we expect them to continue to consist primarily of, customary public company expenses, including personnel, accounting, financial reporting, legal, audit and other related public company costs. As of December 31, 2023, as reflected in our accompanying Balance Sheet, our current liabilities exceed our total assets. We prefer to avoid filing for protection under the U.S. Bankruptcy Code. However, unless we are successful in raising additional funds through the offering of debt or equity securities, we may not be able to continue to operate as a going concern for any significant length of time in the future. Notwithstanding the above, we currently intend to continue operating as a public company and make all the requisite filings u

RISK FACTORS

ITEM 1A. RISK FACTORS Risks Relating to Our Business We may not be able to continue as a going concern. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should we be unable to continue as a going concern. However, for the reasons described below, we do not believe that cash on hand and cash flow generated internally by us will be adequate to fund our limited overhead and other cash requirements beyond the next twelve months. These reasons raise significant doubt about our ability to continue as a going concern. In addition, our independent registered public accounting firm has issued a report that included an explanatory paragraph referring to our significant net losses, working capital deficit and need to raise additional capital, which as it noted raised substantial doubt about our ability to continue as a going concern. 2 Table of Contents Delfin, the Company's majority stockholder, has continued to fund the Company through loans to the Company. See the section of this annual report entitled "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources." At December 31, 2023, the Company had a net working capital deficit of approximately $1,279,000. This deficit included accrued expenses of approximately $26,000, accounts payable of approximately $4,000 and approximately $1,258,000 in principal and accrued interest owed under the Promissory Note entered into with Delfin in March 2018 (the "Promissory Note") which has been subsequently amended and restated. On a short term liquidity basis

UNRESOLVED STAFF COMMENTS

ITEM 1B. UNRESOLVED STAFF COMMENTS None.

CYBERSECURITY

ITEM 1C. CYBERSECURITY As a shell company with no current business or operations, we do not have an established processes to oversee and identify material risks from cybersecurity threats nor any board committee or subcommittee responsible for the oversight of risks from cybersecurity threats.

PROPERTIES

ITEM 2. PROPERTIES The Company does not own or lease any property. We currently use the offices of Delfin at no cost to us.

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS None.

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 5 Table of Contents PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES MARKET INFORMATION Market Information The shares of our Common Stock are quoted for trading on the over-the-counter market on what is commonly referred to as the electronic bulletin board, under the symbol "TGLO". The following table sets forth the range of high and low bid prices of our Common Stock for the periods indicated as reported by the over-the-counter market (the electronic bulletin board). The quotations below reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions (prices are rounded to the nearest cent): 2023 2022 High Low High Low Fourth Quarter $ 0.45 $ 0.11 $ 0.84 $ 0.35 Third Quarter $ 0.35 $ 0.17 $ 0.68 $ 0.07 Second Quarter $ 0.36 $ 0.11 $ 0.27 $ 0.06 First Quarter $ 0.43 $ 0.13 $ 0.23 $ 0.06 Holders of Common Stock We had approximately 420 holders of record of Common Stock as of February 28, 2024. This does not reflect persons or entities that hold Common Stock in nominee or "street" name through various brokerage firms. Dividends We have not paid any cash dividends on our Common Stock since our inception and do not intend to pay dividends in the foreseeable future. Our Board will determine if we pay any future dividends. Stock Performance Graph As a "smaller reporting company," as defined by Rule 12b-2 of the Exchange Act, we have elected scaled disclosure reporting and therefore are not required to provide the stock performance graph. Recent Sales of Unregistered Securities None. Repurchases of Equity Securities None.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview As a shell company, we currently have no material operations or assets. 6 Table of Contents Basis of Presentation of Financial Statements; Going Concern We received a report from our independent registered public accountants, relating to our December 31, 2023 audited financial statements, containing an explanatory paragraph regarding our ability to continue as a going concern. As a shell company, our management believes that we will not be able to generate operating cash flows sufficient to fund our operations and pay our existing current liabilities in the foreseeable future. Based upon our current limited cash resources and without the infusion of additional capital and/or the continued forbearance of our creditors, our management does not believe we can operate as a going concern beyond the next twelve months. See "Future and Critical Need for Capital" section of this Management's Discussion and Analysis of Financial Condition and Results of Operations for further details. Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, our financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should we be unable to continue as a going concern. All Note references relate to accompanying Notes to Financial Statements. Results of Operations Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 Net Revenue Commensurate with the sale of our Tralliance business on September 29, 2008, we became a shell company, and have not had any material operations since then. As a result, net revenue was $0 for both of the years ended

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View this 10-K filing on SEC EDGAR