NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

Global Industry Products, Corp., a Nevada corporation, diversified distributor of non-durable products to the Casino and retail industries, and a product innovator and marketer of products worldwide.

Basis of presentation

The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

Certain prior-period amounts in the statements of operations have been reclassified to conform to the current-period presentation. These reclassifications relate primarily to the bifurcation of selling, general and administrative expenses, which were presented as a single line item in prior periods and are presented as separate components in the current period. The reclassifications had no effect on total revenues, income from continuing operations, net income, earnings per share, or stockholders’ equity for any periods presented.

Use of Estimates

The preparation of financial statements in conformity with GAAP 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 sales (or revenues) and expenses during the reporting period.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that estimates made as of the date of the financial statements could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from those estimates. Significant accounting estimates reflected in the Company’s financial statements include, but are not limited to, revenue recognition, allowance for doubtful accounts, allowance for inventory, and the valuation of net assets acquired.

Revenue Recognition

The Company sells products to a diversified base of customers and does not have any material concentrations of credit risk or significant extended payment terms. The majority of customer arrangements contain a single performance obligation to transfer goods to the customer.

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, when control of the promised goods transfers to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods. Revenue is generally recognized at a point in time, which is when the goods are delivered to the customer or shipped in accordance with applicable shipping terms and the customer obtains legal title, physical possession, and substantially all risks and rewards of ownership.

In applying the five-step ASC 606 model, the Company: (1) identifies a contract when there is an approved purchase order or other enforceable arrangement that creates enforceable rights and obligations; (2) identifies performance obligations based on the distinct goods promised in the contract; (3) determines the transaction price as the amount of consideration the Company expects to receive, which is typically fixed; (4) allocates the transaction price to each performance obligation based on relative standalone selling prices, which are generally observable from the prices at which goods are sold separately; and (5) recognizes revenue when the performance obligations are satisfied, which is generally at the point in time when control of the goods transfers to the customer.

The Company’s contracts do not contain significant variable consideration, financing components, non-cash consideration, or consideration payable to customers, and returns and other adjustments have not been material for the

periods presented. Customer payment terms are typically short-term and consistent with customary business practices in the Company’s industry.

Cash and cash equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

Accounts receivables, net

Trade receivables arise from granting credit to customers in the normal course of business, are unsecured, and are presented net of an allowance for doubtful accounts. The allowance is based on several factors, including the length of time the receivable is past due, the Company’s previous loss history, the customer’s current ability to pay, and the general condition of the economy and industry as a whole. Depending on the customer, payment is due between 30 and 90 days after the customer receives an invoice. When all collection efforts have been exhausted, the accounts are written off. Historically, the Company has suffered significant losses concerning its trade receivables.

Inventory

Inventory consists of merchandise held for resale and is stated at the lower of cost and net realizable value. Cost is determined using the average-cost method, which the Company believes appropriately reflects the cost flow of its merchandise given the large number of vendors supplying similar products and the incremental changes in purchase costs that are not always immediately reflected in selling prices.

The Company’s inventory primarily consists of non-durable goods that are generally in saleable condition. The Company evaluates inventory for excess, obsolete, or slow-moving items by considering factors such as historical sales patterns, changes in customer demand and product life cycles, competitive conditions, and current and forecasted market conditions.

An inventory reserve is recorded as a contra-asset to reduce the carrying amount of inventory to its estimated net realizable value when management determines that quantities on hand are not expected to be sold at or above cost. The reserve is estimated using a combination of historical loss experience (including items that have historically remained unsold, been damaged, or become obsolete) and specific identification of items with known demand or condition issues, adjusted for current market information. Changes in the inventory reserve are recognized in cost of revenue in the period in which they are identified.

Long-lived assets

Property, plant and equipment are recorded at cost and presented net of accumulated depreciation. Major additions and improvements are capitalized, while maintenance and repairs, which do not improve or extend the life of the respective assets, are expensed. Property, plant and equipment are normally depreciated on a straight-line basis over their estimated useful lives.

Definite-lived intangible assets arising from asset acquisitions include intellectual property, patents, trademarks, and product development.  These assets are amortized on a systematic and rational basis (generally straight-line) that represents the asset's use. Definite-lived intangible assets are amortized over the estimated period during which the asset is expected to contribute directly or indirectly to future cash flow.

Fully depreciated PPE other are retained in PPE and accumulated depreciation accounts until disposal. Upon disposal, assets and related accumulated depreciation are removed from the accounts, and the net amount, less proceeds from disposal, is charged or credited to operations. Definite-lived intangible assets are removed from their respective gross asset and accumulated amortization accounts when they are no longer used.

Concentration of business and credit risk

Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. Cash held by the Company in financial institutions may exceed the

federally insured limit of $250,000 at certain times. As of December 31, 2024, the Company held cash and cash equivalents of $160,357. These funds are maintained with financial institutions of high credit quality, and the Company regularly monitors credit risk exposure.

No customer sales accounted for more than 14% and 15% in 2024 and 2025 respectively.

Leases

The Company determines whether an arrangement is or contains a lease at contract inception in accordance with ASC 842, Leases. A lease is classified as an operating or finance lease at the commencement date based on the underlying terms and economic substance of the arrangement. For all leases with a term greater than 12 months, the Company recognizes a right-of-use (“ROU”) asset and a corresponding lease liability on the balance sheets. ROU assets represent the Company’s right to use an identified asset over the lease term, and lease liabilities represent the Company’s obligation to make the related lease payments.

Operating lease ROU assets and liabilities are initially measured at the present value of the remaining lease payments over the expected lease term, which includes options to extend or terminate the lease when it is reasonably certain that such options will be exercised, consistent with ASC 842. Because the Company’s leases generally do not provide an implicit rate, the Company uses its incremental borrowing rate, determined based on information available at the commencement date, to discount lease payments. Operating lease cost is recognized as lease expense on a straight-line basis over the lease term. Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet; related lease payments are recognized in expense as incurred, as permitted under ASC 842.

Intangible assets

The Company capitalizes costs of intangible assets when they are specifically identifiable, it is probable that the expected future economic benefits attributable to the asset will flow to the Company, and the cost of the asset can be reliably measured. Capitalized costs primarily include third-party legal, registration, and filing fees incurred to obtain and defend intellectual property rights (such as patents and trademarks), as well as certain internal and external product development costs incurred after the completion of the preliminary project stage and once technological feasibility and management authorization for further development have been established. Research and development and other costs that do not meet the criteria for capitalization are expensed as incurred.

These assets primarily include intellectual property, patents, trademarks, and product development costs that meet the criteria for capitalization. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives, which generally range from 5 to 15 years, reflecting the period over which the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company evaluates finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable, consistent with the recoverability model in ASC 360. If the sum of the expected undiscounted cash flows is less than the carrying amount, an impairment loss is recognized in an amount equal to the excess of the carrying amount over the asset’s fair value.

Intangible assets determined to have indefinite useful lives, such as certain trademarks or licenses that are expected to contribute to cash flows indefinitely, are not amortized in accordance with ASC 350. Indefinite-lived intangible assets are tested for impairment at least annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed in a business combination, accounted for in accordance with ASC 805, Business Combinations. Goodwill is not amortized, but is tested for impairment at least annually, or more frequently if events or changes in circumstances indicate that the carrying amount of a reporting unit may exceed its fair value, as required by ASC 350.

The Company first performs a qualitative assessment under ASC 350 to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, based on this assessment, or otherwise, the Company determines that a quantitative test is required, the fair value of the reporting unit is estimated and compared with its carrying amount, including goodwill. If the carrying amount exceeds the reporting unit’s fair value, an impairment loss is recognized in an amount equal to the excess, limited to the total amount of goodwill allocated to that reporting unit.

Bad Debt Recognition

The allowance for doubtful accounts is calculated by multiplying the receivable balance in the various aging categories by a progressively higher reserve rate. The starting reserve rate is 1% and increases by 4% for every 60-day period. Allowance for doubtful accounts older than 360 days are calculated using the following rates; between 360 days and 480 days at a rate of 38%; receivable aging between 481 days and 720 days at a rate of 50%; between 721 days and 950 days at a rate of 85%; and older than 951 days at a rate of 100%.

Fair value of financial instruments

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and assumptions that market participants would use when pricing the asset or liability.

ASC Topic 820, Fair Value Measurements and Disclosures provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows:

        Level 1 — inputs are based upon unadjusted quoted prices for identical assets or liabilities traded in active markets.

        Level 2 — inputs are based upon quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

        Level 3 — inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined by using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

Assets measured at fair value on a non-recurring basis include goodwill, and tangible and intangible assets. Such assets are reviewed annually for impairment indicators. If a triggering event has occurred, the assets are re-measured when the estimated fair value of the corresponding asset group is less than the carrying value. The fair value measurements, in such instances, are based on significant unobservable inputs (Level 3).

The carrying amounts of the Company’s financial instruments, which include accounts receivable, accounts payable and accrued expenses and debt at floating interest rates, approximate their fair values, principally due to their short-term nature, maturities or nature of interest rates.

Advertising and vendor considerations

Advertising costs are expensed as incurred.

Segment reporting

The Company operates as a single operating segment. The Chief Executive Officer, who is the chief operating decision maker, manages the Company as a single profit center to promote collaboration, provide comprehensive service offerings across the entire customer base, and provide incentives to employees based on the success of the organization as a whole. Although certain information regarding selected products or services is discussed to promote an understanding of the Company’s business, the chief operating decision-maker manages the Company and allocates resources at the consolidated level.