This Form 10-K contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this Form 10-K that are not statements of historical fact including, without limitation, statements under "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding the Company's financial position, business strategy and the plans and objectives of management for future operations, may be deemed to be forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company's management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in our filings with the SEC.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the financial statements and the notes thereto contained elsewhere in this Report. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.

Our auditors have issued a going concern opinion on the financial statements for the year ended December 31, 2022. This means that our auditors believe there is substantial doubt that we can continue as an ongoing business for the next twelve months from the date of issuance of these financial statements unless we obtain additional capital to pay our bills. This is because we have generated little revenue although revenue is anticipated to grow as we have completed the development of our website, sourced out suppliers for products to sell and sourced out customers to buy our products. Accordingly, we must raise cash from sources other than operations. Our only other source for cash at this time is investments by others in our company and the revenue we generate from the sales of our products. We must raise cash to continue our project and build our operations.

Plan of Operation - Milestones

We are at an early stage of our new business operations. Over the next twelve months, our primary target milestones include:

1 Continue to achieve growth within our MicroBuddies™ vertical via ancillary

gaming initiatives across a variety of interactive platforms initiative.

2 Continue to promote and increase players of the NFT Breeding game MicroBuddies™

to expand revenue generated by the various aspects of game play. In 2023, the

Company has plans to expand the capabilities of the game to add value to the

current player base and bring new players to the experience.





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3 Launch the metaverse/virtual world gaming initiative within a well-established

third party experience that has a large, already established, global reach.

Continue to evaluate opportunities that have synergies to our existing business

line and create continuing revenue streams. In 2023, the Company has plans to

expand on the Minecraft™ and Roblox™ experiences and introduce new platforms

for their branded games. In the future, the Company is planning to tie these

experiences together creating comprehensive branded gaming experiences for the


  intellectual properties.

Limited operating history and need for additional capital

There is limited historical financial information about us upon which to base an evaluation of our performance relating to our new business direction. We have generated little revenue. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.





Results of Operations

December 31, 2022 as compared to December 31, 2021




  ? Working Capital



                             December 31, 2022       December 31, 2021
Current Assets              $           941,348     $         2,417,300
Current Liabilities                     426,385                 305,645
Working Capital (Deficit)   $           514,963     $         2,111,655



  ? Operating Revenues

We have generated $9,609 in revenue in 2022 and $374,881 in revenue in the fiscal year of 2021, which reflects an decrease of $365,272 or 97.44%. The decrease in revenue was attributed to the decrease in activity on the Microbuddies game.





  ? Operating Expenses and Net Loss

Operating expenses for the year ended December 31, 2022 were $1,657,407 compared with $1,310,441 for the year ended December 31, 2021. The increase in operating expenses in the amount of $346,966 or 26.5% was attributable to a change in professional fees for advertising and promotion, increase in Viaone monthly management fee, and charge for employee stock compensation program.

During the year ended December 31, 2022, the Company recorded a net loss of $2,107,901 compared with a net income of $ $338,408 for the year ended December 31, 2021. The increase in net loss in the amount of $2,446,309 or 723% was attributed to the decrease in revenues, the recognition of impairment to the fair value of derivative liability in 2021, and the impairment cost of the Digital Assets in 2022.





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  ? Liquidity and Capital Resources

As of December 31, 2022, the Company's cash balance consisted of $931,868 compared to cash balance of $2,407,966 as of December 31, 2021. The decrease in the cash balance was attributed to the operating expenses paid for day-to-day activities. As of December 31, 2022, the Company had $,1,055,996 in assets compared to total assets of $2,727,396 as at December 31, 2021. The decrease in total assets was attributed to the sale of digital assets along with impairment costs associated with it.

As of December 31, 2022, the Company had total liabilities of $426,385 compared with total liabilities of $305,645 as of December 31, 2021. The increase in liabilities was attributed to operating expenses to be paid to run day-to-day activities.

As of December 31, 2022, the Company has a working capital of $514,963 compared with a working capital of $2,111,655 as of December 31, 2021. The decrease in the working capital attributed to additional investor capital payments used for general working capital purposes.

Cash flow from Operating Activities

During the year ended December 31, 2022, the Company used $1,513,675 of cash for operating activities compared to the use of cash in an amount of $755,200 for operating activities during the year ended December 31, 2021. The increase of $758,475 was attributed to the company's increase in advertising and promotions and management fees

Cash flow from Investing Activities

During the years ended December 31, 2022, the Company had $ 36,807 in cash used in investing activities compared to $248,999 in cash provided for the year ended December 31, 2021. The decrease of $285,806 or 115% in cash used in investing activities and the sale of digital assets related to the creation of NFTs for MicroBuddies.

Cash flow from Financing Activities

During the year ended December 31, 2022, the Company received $769 of proceeds from financing activities compared to $3,409,860 during the year ended December 31, 2021. The decrease of $3,409,091 or 100% in proceeds from financing activities was attributed to the decrease in financing that we received for day-to-day activities.





Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern for a period of one year from the issuance of these financial statements without further financing.

Off-Balance Sheet Arrangements

As of December 31, 2022, we have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.





Future Financings

We will continue to rely on equity sales of our preferred shares in order to continue to fund our business operations. Issuance of additional shares will result in dilution to existing stockholders.

There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.





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Critical Accounting Estimates

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our consolidated financial statements. Management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

We have implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and we do not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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