MGO Global Inc. Common Stock (MGOL) 10-Q14 Nov 242024 Q3 Quarterly reportFinancial data

Company Profile

Cover

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 14, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	001-41592
Entity Registrant Name	MGO GLOBAL INC.
Entity Central Index Key	0001902794
Entity Tax Identification Number	87-3929852
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1515 SE 17th Street
Entity Address, Address Line Two	Suite 121/#460236
Entity Address, City or Town	Ft Lauderdale
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33346
City Area Code	(347)
Local Phone Number	913-3316
Title of 12(b) Security	Common Stock, par value $0.00001 per share
Trading Symbol	MGOL
Security Exchange Name	NASDAQ
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		2,904,001

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 1,435,288	$ 836,446
Accounts receivable	15,998	25,352
Inventories	1,049,359	607,022
Prepaid expenses	56,979	178,425
Other current assets	7,500	7,500
Current assets from discontinued operations	10,135	267,703
Total current assets	2,575,259	1,922,448
Property and equipment, net	238,384	319,462
Total assets	2,813,643	2,241,910
Current liabilities:
Accrued liabilities	40,340	216,297
Accrued payroll	58,648	533,643
Loan payable	27,788
Current liabilities from discontinued operations	1,529	379,867
Total current liabilities	182,244	1,320,162
Total liabilities	182,244	1,320,162
Commitments and contingencies (Note 4)
Stockholders’ equity:
Preferred stock, par value, $.00001, authorized 20,000,000 shares, nil outstanding
Common stock, par value $0.00001, authorized 150,000,000 shares; 2,904,001 and 1,426,613 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	29	14
Additional paid-in capital	19,874,872	14,450,217
Accumulated deficit	(16,884,132)	(12,940,040)
Total MGO stockholders’ equity	2,990,769	1,510,191
Non-controlling interest	(359,370)	(588,443)
Total stockholder’s equity	2,631,399	921,748
Total liabilities and stockholders’ equity	2,813,643	2,241,910
Nonrelated Party [Member]
Current liabilities:
Accounts payable	51,170	184,677
Related Party [Member]
Current liabilities:
Accounts payable	$ 2,769	$ 5,678

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares, outstanding
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	2,904,001	1,426,613
Common stock, shares outstanding	2,904,001	1,426,613

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
Consolidated Statements of Operations (Unaudited) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenues, net	$ 565,400	$ 1,054,161	$ 2,661,253	$ 2,823,601
Cost of sales	72,414	235,003	586,502	761,473
Gross profit	492,986	819,158	2,074,751	2,062,128
Operating expenses:
Selling, general and administrative expenses	1,386,146	1,827,926	5,711,978	3,325,737
Marketing and e-commerce expenses	464,571	1,022,732	2,026,263	2,362,606
Total operating expenses	1,850,717	2,850,658	7,738,241	5,688,343
Operating loss	(1,357,731)	(2,031,500)	(5,663,490)	(3,626,215)
Other (income) expenses:
Interest expense	4,454		8,403
Interest income	(15,381)		(16,151)	(29,876)
Other (income) expenses, net			(2,715)
Total other (income) expenses	(10,927)		(10,463)	(29,876)
Net loss from continuing operations	(1,346,804)	(2,031,500)	(5,653,027)	(3,596,339)
Net income (loss) from discontinued operations	44,237	(520,613)	1,938,008	(1,574,104)
Net loss	(1,302,567)	(2,552,113)	(3,715,019)	(5,170,443)
Less: net income (loss) attributable to noncontrolling interest	5,229	(62,800)	229,073	(185,556)
Net loss attributable to MGO stockholders	$ (1,307,796)	$ (2,489,313)	$ (3,944,092)	$ (4,984,887)
Basic weighted average shares outstanding	2,507,442	1,424,154	1,953,276	1,408,517
Diluted weighted average shares outstanding	2,507,442	1,424,154	1,953,276	1,408,517
Basic net loss per share to MGO stockholders on continuing operations	$ (0.54)	$ (1.43)	$ (2.89)	$ (2.55)
Diluted net loss per share to MGO stockholders on continuing operations	(0.54)	(1.43)	(2.89)	(2.55)
Basic net loss per share to MGO stockholders on discontinued operations	0.02	(0.37)	0.99	(1.12)
Diluted net loss per share to MGO stockholders on discontinued operations	0.02	(0.37)	0.99	(1.12)
Basic net income (loss) per share to MGO stockholders	(0.52)	(1.79)	(1.90)	(3.67)
Diluted net income (loss) per share to MGO stockholders	$ (0.52)	$ (1.79)	$ (1.90)	$ (3.67)

Statements of Changes In Stockh

Statements of Changes In Stockholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Parent [Member]	Stock Subscription Receivable [Member]	Noncontrolling Interest [Member]	Total
Balance at Dec. 31, 2022	$ 12	$ 4,963,445	$ (5,796,636)	$ (833,179)		$ (361,382)	$ (1,194,561)
Balance, shares at Dec. 31, 2022	1,168,923
Stock issued for cash	$ 1	7,622,353		7,622,354			7,622,354
Stock issued for cash, shares	172,500
Cashless exercise of warrants
Cashless exercise of warrants, shares	12,731
Cash received from exercise of warrants	$ 1	699,999		700,000			700,000
Cash received from exercise of warrants, shares	70,000
Net income (loss)			(1,158,056)	(1,158,056)		(62,069)	(1,220,125)
Balance at Mar. 31, 2023	$ 14	13,285,797	(6,954,692)	6,331,119		(423,451)	5,907,668
Balance, shares at Mar. 31, 2023	1,424,154
Balance at Dec. 31, 2022	$ 12	4,963,445	(5,796,636)	(833,179)		(361,382)	(1,194,561)
Balance, shares at Dec. 31, 2022	1,168,923
Net income (loss)							(5,170,443)
Balance at Sep. 30, 2023	$ 14	13,959,421	(10,781,523)	(3,177,912)		(546,938)	2,630,974
Balance, shares at Sep. 30, 2023	1,424,154
Balance at Mar. 31, 2023	$ 14	13,285,797	(6,954,692)	6,331,119		(423,451)	5,907,668
Balance, shares at Mar. 31, 2023	1,424,154
Net income (loss)			(1,337,518)	(1,337,518)		(60,687)	(1,398,205)
Balance at Jun. 30, 2023	$ 14	13,285,797	(8,292,210)	4,993,601		(484,138)	4,509,463
Balance, shares at Jun. 30, 2023	1,424,154
Net income (loss)			(2,489,313)	(2,489,313)		(62,800)	(2,552,113)
Stock compensation expense		673,624		673,624			673,624
Balance at Sep. 30, 2023	$ 14	13,959,421	(10,781,523)	(3,177,912)		(546,938)	2,630,974
Balance, shares at Sep. 30, 2023	1,424,154
Balance at Dec. 31, 2023	$ 14	14,450,217	(12,940,040)	1,510,191		(588,443)	921,748
Balance, shares at Dec. 31, 2023	1,426,613
Stock issued for cash	$ 1	572,314		572,315	130,249		702,564
Stock issued for cash, shares	157,983
Net income (loss)			(164,644)	(164,644)		227,807	63,163
Stock compensation expense		193,146		193,146			193,146
Stock issued for settlement		99,999		99,999			99,999
Stock issued for settlement, shares	23,202
Stock issued for vested restricted stock awards	$ 1	192,515		192,516			192,516
Stock issued for vested restricted stock awards, shares	46,243
Balance at Mar. 31, 2024	$ 16	15,508,191	(13,104,684)	2,403,523	130,249	(360,636)	2,173,136
Balance, shares at Mar. 31, 2024	1,654,040
Balance at Dec. 31, 2023	$ 14	14,450,217	(12,940,040)	1,510,191		(588,443)	921,748
Balance, shares at Dec. 31, 2023	1,426,613
Net income (loss)							(3,715,019)
Balance at Sep. 30, 2024	$ 29	19,874,872	(16,884,132)	2,990,769		(359,370)	2,631,399
Balance, shares at Sep. 30, 2024	2,904,001
Balance at Mar. 31, 2024	$ 16	15,508,191	(13,104,684)	2,403,523	130,249	(360,636)	2,173,136
Balance, shares at Mar. 31, 2024	1,654,040
Stock issued for cash	$ 1	1,093,217		1,093,218	(130,249)		962,969
Stock issued for cash, shares	100,698
Net income (loss)			(2,471,652)	(2,471,652)		(3,963)	(2,475,615)
Stock compensation expense		9,451		9,451			9,451
Stock issued for vested restricted stock awards	$ 4	1,295,991		1,295,995			1,295,995
Stock issued for vested restricted stock awards, shares	345,786
Balance at Jun. 30, 2024	$ 21	17,906,850	(15,576,336)	2,330,535		(364,599)	1,965,936
Balance, shares at Jun. 30, 2024	2,100,524
Stock issued for cash	$ 5	1,550,214		1,550,219			1,550,219
Stock issued for cash, shares	522,757
Net income (loss)			(1,307,796)	(1,307,796)		5,229	(1,302,567)
Stock issued for vested restricted stock awards	$ 1	285,860		285,861			285,861
Stock issued for vested restricted stock awards, shares	110,500
Stock issued for settlement of accounts payable	$ 1	131,949		131,950			131,950
Stock issued for settlement of accounts payable, shares	53,638
Round up of shares due to reverse stock split	$ 1	(1)
Round up of shares due to reverse stock split, shares	116,582
Balance at Sep. 30, 2024	$ 29	$ 19,874,872	$ (16,884,132)	$ 2,990,769		$ (359,370)	$ 2,631,399
Balance, shares at Sep. 30, 2024	2,904,001

Consolidated Statements of Cash

Consolidated Statements of Cash Flow (Unaudited) - USD ($)	3 Months Ended				9 Months Ended		12 Months Ended
Consolidated Statements of Cash Flow (Unaudited) - USD ($)	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Cash flows from operating activities:
Net loss	$ (1,302,567)	$ 63,163	$ (2,552,113)	$ (1,220,125)	$ (3,715,019)	$ (5,170,443)
Net income (loss) from discontinued operations	44,237		(520,613)		1,938,008	(1,574,104)
Net loss from continuing operations					(5,653,027)	(3,596,339)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expenses					81,590	38,321
Stock compensation expense					1,976,962	673,624
Net changes in operating assets and liabilities:
Accounts receivable					9,354	(44,274)
Inventory					(442,337)	(479,375)
Prepaid expenses					146,446	(388,238)
Other current assets						(7,500)
Accounts payable - related party					(2,909)	(22,533)
Accrued payroll					(474,995)	(643,030)
Accounts payable and accrued liabilities					1,622,298	(2,071,651)
Net cash used in continuing operating activities					(2,736,618)	(6,540,995)
Net cash provided by (used in) discontinued operating activities					(1,978,857)	144,432
Net cash used in operating activities					(4,715,475)	(6,396,563)
Cash flows from investing activities:
Purchases of property and equipment					(512)	(179,853)
Net cash used in investing activities					(512)	(179,853)
Net cash provided by discontinued investing activities					2,000,000
Net cash provided by (used in) investing activities					1,999,488	(179,853)
Cash flows from financing activities:
Shares issued for cash, net					3,215,752	7,622,354
Cash received from exercise of warrants						700,000
Payment for investment advisor services					(25,000)
Principle payment on loan payable					(57,212)
Borrowings from loan payable					85,000
Net cash provided by continuing financing activities					3,218,540	8,322,354
Net cash provided by discontinued financing activities						(138,840)
Net cash provided by financing activities					3,218,540	8,183,514
Net increase in cash and cash equivalents					502,553	1,607,098
Cash and cash equivalents at beginning of period, including discontinued operations		$ 934,911		$ 113,952	934,911	113,952	$ 113,952
Cash and cash equivalents at end of period, including discontinued operations	1,437,464		1,721,050		1,437,464	1,721,050	934,911
Less cash from discontinued operations	(2,176)		(88,271)		(2,176)	(88,271)	$ (98,466)
Cash and cash equivalents at the end of the period	$ 1,435,288		$ 1,632,779		1,435,288	1,632,779
Supplemental disclosure of cash flow information
Interest					14,364
Non-cash financing activities
Stock issued for legal settlement					99,999
Stock issued for settlement of accounts payable					$ 131,950

ORGANIZATION AND OPERATIONS

ORGANIZATION AND OPERATIONS	9 Months Ended
ORGANIZATION AND OPERATIONS	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND OPERATIONS	NOTE 1 – ORGANIZATION AND OPERATIONS Founded in October 2018 and headquartered in Florida with remote employees and specialty contractors in London, New York and Latin America, MGO Global Inc. (“MGO,” “MGO Global,” the “Company,” “we,” “our” and “us”) has built a brand acceleration platform with a focus on the acquisition, optimization and monetization of consumer brands across multiple categories. Our mission is to provide customers with unmatched variety, quality and shopping experience, while adding considerable value for MGO’s shareholders. Our accomplished leadership team encompasses decades of experience in building successful global lifestyle brands, including fashion design, marketing, technology, corporate finance and branding. We strive to continually push innovation and evolution of the consumer product cycle without compromising quality and design integrity. Through our end-to-end, scalable brand-building platform, backed by robust consumer behavioral data, we are engaged in nurturing digitally native brands that will thrive in the modern Direct to Consumer (“DTC”) economy. We operate our business through three subsidiaries: Americana Liberty, LLC; MGO Digital LLC and MGOTeam1, LLC (“MGOTeam1”). On July 18, 2024, the Company effected a reverse stock split on the Company’s common stock at a ratio of 1-for-10 Stand Flagpoles/Americana Liberty, LLC On March 13, 2023, we obtained a royalty-free, worldwide and exclusive license (the “License”) to the use of certain assets of Stand Co., LLC (“Stand”) for all purposes in exchange for payment of $ 1.00 Stand Flagpoles Stand Flagpoles In support of our flagpole business, we formed a wholly owned subsidiary, Americana Liberty, LLC (“Americana Liberty”), on March 13, 2023, which was created to advertise and sell the licensed line of Stand Flagpoles Americana Liberty In addition, on May 11, 2023, we executed a 12-month consulting agreement with Jason Harward, the owner of Stand Co. and nephew of our former Chief Marketing Officer of the Company. The consultant shall furnish the Company with business continuity and consulting services, substantially similar to the following: provide general advice and counsel regarding the establishment of systems and processes for direct-to-consumer (“DTC”) and e-commerce sales and operations; provide subject matter and product-level expertise in the area of flag-poles, flags, and related products; provide consultation regarding product sourcing and distribution; and assist with the establishment, operation, optimization, and maintenance of DTC and e-commerce platforms on behalf of the Company. Consultant was compensated for services through a combination of cash or immediately available funds and restricted stock units or shares of the Company’s stock as follows: (1) cash in the amount of $ 150,000 200,000 15,000 51,587 109,679 MGO Digital LLC In November 2022, we formed MGO Digital LLC to leverage data analytics, advanced technology-enabled marketing and our leadership team’s industry relationships and expertise to identify, incubate and test market new proprietary brands and brand concepts. The Messi Store/MGOTeam 1 LLC MGOTeam1 designed, manufactured, licensed, distributed, advertised and sold a range of products under the soccer legend Lionel (“Leo”) Messi brand, Messi Brand Messi Brand In October 2018, the Company entered into a Trademark License Agreement with Leo Messi Management SL (“LMM”). LMM granted the Company a worldwide non-exclusive license in order to use Leo Messi’s trademarks with the purpose of developing, manufacturing, trading and promoting the Messi Brand On November 20, 2021, the Company entered into a new Trademark License Agreement (“Messi License”) with LMM to have the worldwide license to use Leo Messi’s trademarks for the purpose of developing, manufacturing, marketing and promoting his products. The Company is to pay LMM a minimum guaranteed amount on account of royalties amounting to Four Million Euros (€ 4,000,000 On March 21, 2024, MGOTeam1 assigned the Messi License to Centric Brands, LLC (“Centric”), which paid MGOTeam1 $ 2,000,000 The Messi Store See Note 10. Business Combination Agreement with Heidmar, Inc. On June 18, 2024, MGO entered into a definitive Business Combination Agreement and Plan of Merger (the “Business Combination Agreement”) with Heidmar, Inc., (“HMI”), a company organized under the laws of the Republic of the Marshall Islands; Heidmar Maritime Holdings Corp., a company organized under the laws of the Republic of the Marshall Islands (“Holdings”); HMR Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Holdings (“Merger Sub”); and Rhea Marine Ltd. and Maistros Shipinvest Corp (the “HMI Shareholders”). The Company, Merger Sub, Holdings, HMI and HMI Shareholders are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.” Pursuant to the Business Combination Agreement, the Parties will effect a business combination involving the following transactions (collectively, the “ Business Combination (a) Merger Sub will merge (the “ Merger (b) all of the issued and outstanding shares of common stock of MGO (the “ MGO Common Stock Holdings Common Shares (c) immediately after the effective time of the Merger, the HMI Shareholders will transfer all the outstanding shares of common stock of HMI (the “ HMI Shares HMI Share Acquisition (d) Holdings shall issue to the HMI Shareholders (i) at the closing of the Business Combination (the “ Closing a number of Holdings Common Shares equal to (x) the number of the Company’s outstanding shares of common stock on a fully diluted and as-converted basis immediately prior to the effective time of the Merger, times (y) 16.6667, divided by (z) the number of outstanding HMI Shares immediately prior to the HMI Share Acquisition and (ii) after the Closing and upon the satisfaction of certain earnout conditions set forth in the Business Combination Agreement, additional Holdings Common Shares equal to 10% of the shares issued to the Heidmar Shareholders on the Closing. MGO expects that the holders of MGO Common Stock and the Heidmar Shareholders will hold 5.66 94.34

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Sep. 30, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, Form 10-K/A and Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on April 1, 2024, June 3, 2024 and August 13, 2024, respectively. Interim results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all of the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2024 and the results of operations and cash flows for the periods presented. The results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the operating results for the full fiscal year or any future period. Management acknowledges its responsibility for the preparation of the accompanying unaudited consolidated financial statements which reflect all adjustments, consisting of normal recurring adjustments, considered necessary in its opinion for a fair statement of its consolidated financial position and the consolidated results of its operations for the periods presented. MGOTeam1 was formed on October 11, 2018, and the Company entered into a Rollover Agreement by and among MGOTeam1 and members of MGOTeam1 on December 6, 2021. All of the members of MGOTeam1, except for one member who owns a 11.82 881,800 11.82 We account for the 11.82 Principles of Consolidation The unaudited consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. Reclassifications Certain amounts in prior periods have been reclassified to reflect the impact of the discontinued operations treatment in order to conform to the current period presentation. In addition, on July 18, 2024, the Company effected a reverse stock split at a ratio of 1-for-10 Discontinued Operations On March 20, 2024, MGOTeam1 entered into a term sheet with Centric, providing for the terms and conditions for MGOTeam1 to assign and Centric to assume the existing Trademark License Agreement (“License Agreement”), dated November 21, 2021, with an expiration date of December 31, 2024 (“Expiration Date”), between Leo Messi Management SL (“LMM”) and MGOTeam1. Pursuant to the term sheet, Centric assumed the Company’s minimum guarantee obligation to LMM under the License Agreement for payment due dates in 2024 amounting to € 1,500,000 2,000,000 On March 21, 2024, the Company, Centric and LMM signed a Deed of Novation, Assignment and Assumption (the “Deed”) providing for MGOTeam1 to assign all of its rights and obligations under the License Agreement to Centric, and Centric agreed to assume all of MGO’s rights and obligations in respect of the License Agreement with effect on and from March 21, 2024. No other assets or liabilities were assumed. See Note 10. Use of Estimates The preparation of the unaudited consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Our most critical estimates include those related to stock-based compensation, inventory and inventory allowance valuation. On an ongoing basis, we evaluate our estimates and assumptions. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with maturities of three months or less when purchased. The Company maintains its cash with high credit quality financial institutions; at times, such balances with any one financial institution may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. As of September 30, 2024 and December 31, 2023, the Company had $ 1,177,368 586,446 Accounts Receivable Accounts receivables are carried at their estimated collectible amounts, net of any estimated allowances for credit losses. We grant unsecured credit to our wholesale customers who are deemed creditworthy. Ongoing credit evaluations are performed, and potential credit losses estimated by management are charged to operations on a regular basis. At the time any particular account receivable is deemed uncollectible, the balance is charged to the allowance for doubtful accounts. As of September 30, 2024 and December 31, 2023, the Company had no Inventory Inventory consists of raw materials and finished goods ready for sale and is stated at the lower of cost or net realizable value. We value inventories using the weighted average costing method. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. We regularly review inventory and consider forecasts of future demand, market conditions and product obsolescence. If the estimated realized value of our inventory is less than cost, we make provisions in order to reduce its carrying value to its estimated net realizable value. The write downs are recognized as a component of cost of sales. As of September 30, 2024 and December 31, 2023, the Company had no Property and Equipment, Net Property and equipment is recorded at cost. Expenditures for renewals and improvements that significantly add to the productivity capacity or extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs are expensed. When equipment is retired or sold, the cost and related accumulated depreciation are eliminated from the accounts and the resultant gain or loss is reflected in income. Depreciation is provided using the straight-line method, based on useful lives of the assets which is three years for computers, equipment and software. Depreciation expense from continuing operations for the nine months ended September 30, 2024 and 2023 was $ 81,590 38,321 SCHEDULE OF PROPERTY AND EQUIPMENT, NET USEFUL LIFE Classification Useful Life September 30, 2024 (unaudited) December 31, 2023 Computer equipment and software 3 $ 309,286 $ 308,774 Furniture 3 17,191 17,191 Property and equipment, gross Less: Accumulated depreciation (88,903 ) (6,503 ) Property and equipment, net $ 238,384 $ 319,462 Revenue Recognition The Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. Revenue transactions associated with the sale of Stand Flagpoles www.standflagpoles.com For the three and nine months ended September 30, 2024 and 2023, the Company generated revenues of $ 565,400 2,661,253 1,054,161 2,823,601 Non-Controlling Interest As of December 6, 2021, one shareholder did not rollover its 11.82 Consolidation 5,229 (62,800) 229,073 (185,556) Foreign Currency The Company’s functional and reporting currency is the U.S. dollar. Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction. The resulting monetary assets and liabilities are translated into U.S. dollars at exchange rates prevailing on the subsequent balance sheet date. Revenue and expense components are translated to U.S. dollars at weighted-average exchange rates in effect during the period. Foreign currency transaction gains and losses resulting from remeasurement are recognized in other income, net within the consolidated statements of operations. Segment Reporting On March 21, 2024, the Company discontinued operations of The Messi Store Income Taxes The Company accounts for income taxes using the asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in the tax law. For deferred tax assets, management evaluates the probability of realizing the future benefits of such assets. The Company establishes valuation allowances for its deferred tax assets when evidence suggests it is unlikely that the assets will be fully realized. The Company recognizes the tax effects of an uncertain tax position only if it is more likely than not to be sustained based solely on its technical merits as of the reporting date and then only in an amount more likely than not to be sustained upon review by the tax authorities. Income tax positions that previously failed to meet the more likely than not threshold is recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more likely than not threshold is derecognized in the first subsequent financial reporting period in which that threshold is no longer met. The Company classifies potential accrued interest and penalties related to unrecognized tax benefits within the accompanying consolidated statements of operations as income tax expense. Recently Adopted Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update 2023-07 – Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures. The ASU improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update require disclosure of significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of segment profit or loss, require disclosure of other segment items other segment items Recently Issued Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued Accounting Standards Update 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. The ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 will become effective at the beginning of our 2025 fiscal year. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. We do not expect that this guidance will have a material impact upon our financial position and results of operations.

GOING CONCERN

GOING CONCERN	9 Months Ended
GOING CONCERN	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GOING CONCERN	NOTE 3 – GOING CONCERN In the pursuit of MGO’s long-term growth strategy and the development of its growing portfolio of brands, the Company has incurred continued operating losses. As of September 30, 2024, we had working capital of $ 2,393,015 5,663,027 3,596,339 4,715,475 6,396,563 On February 8, 2024, we filed a shelf registration statement on Form S-3 (“S-3”) to provide our Company with the flexibility to issue and sell securities if and when deemed appropriate to support our ongoing business operations and in the best interest of our shareholders. The S-3 contained two prospectuses: i) a base prospectus that covers the potential offering, issuance and sale from time to time of our common stock, preferred stock, warrants, debt securities and units in one or more offerings with a total value of up to $100,000,000; and ii) a sales agreement prospectus covering the potential offering, issuance and sale from time to time of shares of our common stock having an aggregate gross sales price of up to $1,650,000 pursuant to an equity distribution agreement entered into with the New York-based investment banking firm, Maxim Group LLC (“At-the-Market Offering” or “ATM”). 1,650,000 3,389,384 3,215,752

BALANCE SHEET ITEMS

BALANCE SHEET ITEMS	9 Months Ended
BALANCE SHEET ITEMS	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BALANCE SHEET ITEMS	NOTE 4 – BALANCE SHEET ITEMS Inventory As of September 30, 2024 and December 31, 2023, inventory amounted to $ 1,049,359 607,022 Prepaid Expenses As of September 30, 2024 and December 31, 2023, prepaid expenses amounted to $ 56,979 178,425 SCHEDULE OF PREPAID EXPENSES September 30, 2024 (unaudited) December 31, 2023 Prepaid expenses $ 49,479 $ 5,577 Prepaid rent 7,500 7,500 Prepaid inventories - 165,348 Total $ 56,979 $ 178,425 Accounts Payable and Accrued Liabilities (Including Related Parties) Accounts payable and accrued liabilities were $ 152,929 940,296 SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES September 30, 2024 (unaudited) December 31, 2023 Accounts payable $ 51,170 $ 184,677 Accounts payable, related party 2,769 5,678 Accounts payable 2,769 5,678 Accrued liabilities 40,340 216,297 Accrued payroll 58,648 533,643 Total $ 152,927 $ 940,295 Commitments and Contingencies In January 2024, the Company entered into a financing agreement for the Company’s Directors and Officers insurance policy with First Insurance Funding at an interest rate of 7.58 %, a principal balance of $ 225,185 and a monthly payment of $ 23,308 over the nine-month term of the promissory note. The loan matured on October 12, 2024 On August 7, 2024, Americana Liberty entered into a business loan agreement (the “Loan Agreement”) and a promissory note (the “Note”) for $ 250,000 8.15 August 7, 2026 In connection with the Loan Agreement, the Company signed a commercial guaranty (the “Guaranty”) dated August 7, 2024, pursuant to which it guarantees full and punctual payment of the indebtedness of Americana Liberty under the Loan Agreement and the Note. The Company and Americana Liberty also signed an assignment of deposit account (the “Assignment”), dated August 7, 2024, pursuant to which the Company assigned and granted to Platinum Bank a security interest in the savings account with Platinum Bank with an approximate balance of $ 250,000 Nasdaq Deficiency Notices, Hearings Panel Determinations and Reverse Stock Split On April 17, 2024, the Company received a notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that 180 calendar day period that it had been provided by Nasdaq to regain compliance with Nasdaq Listing Rule 5550(a)(2) on April 16, 2024 did not result in the Company regaining compliance. As a consequence, the Company is not eligible for a second 180 day period, because the Company does not meet the $5,000,000 minimum The Notice further stated unless the Company requests an appeal of the above determination by April 24, 2024, Nasdaq has determined that the Company’s securities will be scheduled for delisting from The Nasdaq Capital Market and will be suspended at the opening of business on April 26, 2024, and a Form 25-NSE will be filed with the SEC, which will remove the Company’s securities from listing and registration on The Nasdaq Stock Market. On April 18, 2024, the Company formally requested a hearing before Nasdaq’s Hearings Panel (the “Panel”) and such request was granted by Nasdaq on April 19, 2024. The hearing date was scheduled for May 30, 2024. On May 30, 2024, senior members of MGO’s executive team and the Company’s SEC counsel participated in the hearing before the Nasdaq’s Hearings Panel and endeavored to address all questions and concerns posed by the panelists relating to the Company’s plan to regain compliance with the continued listing standards (the “Plan”) – the Plan was formally submitted to the members of the Nasdaq Hearings Panel on May 8, 2024. In accordance with the Plan, MGO requested at least until August 15, 2024 to evidence compliance with the Equity Rule and Bid Price Rule for continued listing on The Nasdaq Capital Market through execution of the Plan. On June 14, 2024, MGO received notice from Nasdaq confirming that the Nasdaq Hearings Panel (the “Panel”) has determined to grant the request of MGO to continue its listing on The Nasdaq Stock Market subject to the following: 1. On or before July 15, 2024, the Company will effect a reverse stock split at a ratio of 1-for-10. See Note 1 and 11 2. On or before August 15, 2024, the Company will (a) complete the transactions described to the Panel to achieve compliance with Listing Rule 5550(b)(1) (or its alternatives) and (b) demonstrate compliance with Listing Rule 5550(a)(2) by evidencing a closing bid price of $1.00 or more per share for a minimum of ten (10) consecutive trading sessions; 3. On or before August 21, 2024, the Company must file a Form 8-K describing these transactions and indicating its post-transaction equity. The Company may do so with a balance sheet no older than 60 days containing pro forma adjustments for significant transactions or events occurring on or before the report date. Alternatively, the Company can provide an affirmative statement that, as of the date of the report, it believes it has regained compliance with the stockholders’ equity requirement based upon the specific transactions or events described; and 4. At the time of filing the Form 8-K, the Company must demonstrate compliance with all other applicable requirements for continued listing on the Nasdaq Capital Market. The Company filed a Current Report on Form 8-K on August 12, 2024, stating that the Company believes that it is in compliance with the Nasdaq minimum stockholders’ equity requirement as of August 9, 2024. However, on August 16, 2024, Nasdaq notified the Company that it was not able to confirm the Company’s compliance with the net equity requirement based on the information provided by the Company. On August 21, 2024, MGO provided supplemental information for Nasdaq and the Hearings Panel’s review. On September 30, 2024, Nasdaq notified the Company that after reviewing the supplemental materials provided by the Company, the Hearings Panel confirmed the Company has cured the previous deficiencies with the equity requirement and the bid price requirement and the Company is back in compliance with all applicable continued listing standards

LOAN PAYABLE

LOAN PAYABLE	9 Months Ended
LOAN PAYABLE	Sep. 30, 2024
Debt Disclosure [Abstract]
LOAN PAYABLE	NOTE 5 – LOAN PAYABLE On January 24, 2024, MGO entered into a 52-week loan with PayPal for $ 85,000 10,312 95,312 1,833 27,788

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
RELATED PARTY TRANSACTIONS	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 6 – RELATED PARTY TRANSACTIONS The accounts payable owed to our related parties as of September 30, 2024 and December 31, 2023 was $ 2,769 5,678 The accrued payroll owed to our executives and staff as of September 30, 2024 and December 31, 2023 was $ 58,648 533,643 On May 11, 2023, we executed a 12-month consulting agreement with Jason Harward (“Consultant”), the owner of Stand and nephew of Matt Harward, MGO’s former Chief Marketing Officer. The consulting agreement compensation terms were $ 350,000 15,000 51,587 123,914 On April 2, 2024, the Board of Directors (the “Board”) of MGO, at the recommendation of the Compensation Committee (the “Committee”), approved an increase in the base salary of Ms. Dana Perez, the Company’s Chief Financial Officer, from $ 165,000 200,000 5,000 one-year Also see Note 7.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
STOCKHOLDERS’ EQUITY	Sep. 30, 2024
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 7 – STOCKHOLDERS’ EQUITY Common Stock On January 12, 2023, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Boustead Securities, LLC, as representative of the underwriters, relating to the Company’s initial public offering (the “Offering”) of 172,500 0.00001 22,500 50.00 Pursuant to the Underwriting Agreement, in exchange for the Representative’s firm commitment to purchase the Shares, the Company agreed to sell the Shares to the Representative at a purchase price of $46.50 (93% of the public offering price per Share of $50.00) and issue the underwriters three-year warrants to purchase an aggregate of 8,625 shares of the Company’s common stock, which is equal to five percent (5%) of the Shares sold in the Offering. Such warrants have an exercise price of $6.25, which is equal to 125% of the Offering price (the “Warrant”). The Shares were offered and sold pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-268484), as amended (the “Registration Statement”), and filed with the Securities and Exchange Commission (the “Commission”) and the final prospectus filed with the Commission pursuant to Rule 424(b)(4) of the Securities Act of 1933, as amended (the “Securities Act”). The Registration Statement was declared effective by the Commission on January 12, 2023. The closing of the Offering for the Shares took place on January 18, 2023 with net proceeds of $ 7,560,354 22,500 In January 2023, the Company issued 70,000 10.00 In January 2023, the Company issued 12,731 16,448 On January 13, 2023, in connection with the Offering, the Company commenced trading on The Nasdaq Capital Market under ticker symbol “MGOL.” In February 2024, the Company issued 23,202 4.31 99,999 On April 12, 2024, the Board unanimously authorized and approved an amendment (“Plan Amendment”) to MGO’s 2022 Equity Incentive Plan (the “2022 Plan”) to increase the number of shares of the Company’s common stock, par value $0.00001 per share 182,451 451,188 205,071 On June 4, 2024, MGO issued a total of 182,869 41,633 41,633 41,633 22,297 8,919 Between July 1, 2024, and August 19, 2024, 9,500 On July 11, 2024, 2,000 2,000 2,000 On July 18, 2024, the Company effected a reverse stock split at a ratio of 1-for-10 On August 5, 2024, MGO issued a total of 22,000 4,986 4,987 4,987 2,640 1,100 Throughout the first nine months of 2024, 502,529 Throughout the first nine months of 2024, the Company sold 781,438 2.18 10.16 3,215,752 Stock Options The following is a summary of stock option activity for the nine months ended September 30, 2024: SUMMARY OF STOCK OPTION ACTIVITY Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, December 31, 2023 114,000 $ 50.00 4.04 Granted 30,000 4.10 Forfeited (114,000 ) 50.00 Canceled (30,000 ) 4.10 Outstanding, September 30, 2024 - - - Exercisable, September 30, 2024 - - - The Company estimated the fair value of the stock-based compensation using the Black Scholes Model with the following assumption inputs: SCHEDULE OF FAIR VALUE OF STOCK BASED COMPENSATION ASSUMPTION INPUTS For the Nine Months Expected life of the options 2.88 5.00 Share price of the issuance date $ 4.10 Expected volatility 95 147.18 % Expected dividend rate 0 % Risk-free interest rate 4.38 % For the nine months ended September 30, 2024, the Company’s stock option compensation expenses amounted to $ 202,597 0 Restricted Stock Units (“RSUs”) The following is a summary of RSU activity for the nine months ended September 30, 2024: SUMMARY OF RESTRICTED STOCK UNITS ACTIVITY Shares Weighted Outstanding as of December 31, 2023 40,172 $ 14.10 Granted 524,730 3.63 Canceled (39,166 ) 5.60 Vested and issued (525,736 ) 4.14 Outstanding and unvested as of September 30, 2024 - $ - The aggregate fair value of RSU awards granted was $ 1,903,130 1,774,372 0

LEASES

LEASES	9 Months Ended
LEASES	Sep. 30, 2024
Leases
LEASES	NOTE 8 – LEASES In February 2023, we signed a renewable one-year lease for a building located at 813 NE 17 th 2,300

RISKS AND UNCERTAINTIES

RISKS AND UNCERTAINTIES	9 Months Ended
RISKS AND UNCERTAINTIES	Sep. 30, 2024
Risks and Uncertainties [Abstract]
RISKS AND UNCERTAINTIES	NOTE 9 – RISKS AND UNCERTAINTIES The Company is subject to credit, liquidity and market risks, as well as other payment-related risks, such as risks associated with the fraudulent use of credit or debit cards and customer banking information, which could have adverse effects on our business and revenues due to chargebacks from customers.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	9 Months Ended
DISCONTINUED OPERATIONS	Sep. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	NOTE 10 – DISCONTINUED OPERATIONS In accordance with ASC 205-20 Presentation of Financial Statements: Discontinued Operations, a disposal of a component of an entity or a group of components of an entity is required to be reported as discontinued operations if the disposal represents a strategic shift that has (or will have) a major impact on an entity’s operations and financial results when the components of an entity meet the criteria in ASC paragraph 205-20-45-10. In the period in which the component meets the held for sale or discontinued operations criteria the major assets, other assets, current liabilities and non-current liabilities shall be reported as a component of total assets and liabilities separate from those balances of the continuing operations. At the same time, the results of all discontinued operations, less applicable income taxes (benefit), shall be reported as components of net income (loss) separate from the income (loss) of continuing operations. On March 21, 2024, the Company, Centric and LMM signed a Deed of Novation, Assignment and Assumption (the “Deed”) providing for MGOTeam1 to assign all of its rights and obligations under the existing Trademark License Agreement to Centric, and Centric agreed to assume all of MGO’s rights and obligations in respect of the License Agreement, and the minimum guaranteed royalty amount due to LMM, with effect on and from March 21, 2024. As a result of the Deed, the Company ceased operations of The Messi Store The Messi Store Subsequent to the receipt of the $ 2,000,000 2,000,000 2,658,635 658,635 SCHEDULE OF DISCONTINUED OPERATIONS Summary reconciliation of Discontinued Operations September 30, 2024 (unaudited) September 30, 2023 (unaudited) Revenues $ 74,939 $ 931,839 Cost of sales 48,840 576,217 Gross profit 26,099 355,622 Operating expenses Selling, general, administrative expenses 31,161 200,945 Marketing and e-commerce expenses 62,528 778,723 Royalty expenses (55,194 ) 931,959 Total operating expenses 38,495 1,911,627 Operating income (loss) (12,396 ) (1,556,005 ) Interest expense 7,059 456 Gain on transfer of licensing rights (1,882,469 ) - Gain on settlement of debt (60,323 ) (3,500 ) Other (income) expense (14,671 ) 21,143 Total other (income) expense (1,950,404 ) 18,099 Net income (loss) $ 1,938,008 $ (1,574,104 ) Less: net income (loss) attributable to non-controlling interest 229,073 (185,556 ) Net income (loss) attributable to MGO stockholders $ 1,708,935 $ (1,388,548 ) The following table presents a reconciliation of the carrying amounts of major classes of assets and liabilities of the Company classified as discontinued operations as of September 30, 2024 and December 31, 2023: September 30, 2024 (unaudited) December 31, 2023 Current assets Cash $ 2,176 $ 98,466 Accounts receivable 95 39,121 Inventories - 117,531 Other current assets 7,864 7,864 Prepaid expenses - 4,721 Total current assets 10,135 267,703 Current liabilities Accounts payable - 115,333 Accrued liabilities 1,529 264,534 Total current liabilities 1,529 379,867

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
SUBSEQUENT EVENTS	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 11 – SUBSEQUENT EVENTS On October 4, 2024, MGO filed a registration statement on Form S-1 with the SEC with the intention of raising additional equity capital to address costs and expenses associated with the proposed Business Combination with Heidmar and for general working capital purposes. The Company engaged Maxim Group, LLC to act as its exclusive placement agent in connection with the planned offering. As of the date of this report, registration statement has not been declared effective yet.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K, Form 10-K/A and Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on April 1, 2024, June 3, 2024 and August 13, 2024, respectively. Interim results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all of the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2024 and the results of operations and cash flows for the periods presented. The results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the operating results for the full fiscal year or any future period. Management acknowledges its responsibility for the preparation of the accompanying unaudited consolidated financial statements which reflect all adjustments, consisting of normal recurring adjustments, considered necessary in its opinion for a fair statement of its consolidated financial position and the consolidated results of its operations for the periods presented. MGOTeam1 was formed on October 11, 2018, and the Company entered into a Rollover Agreement by and among MGOTeam1 and members of MGOTeam1 on December 6, 2021. All of the members of MGOTeam1, except for one member who owns a 11.82 881,800 11.82 We account for the 11.82
Principles of Consolidation	Principles of Consolidation The unaudited consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation.
Reclassifications	Reclassifications Certain amounts in prior periods have been reclassified to reflect the impact of the discontinued operations treatment in order to conform to the current period presentation. In addition, on July 18, 2024, the Company effected a reverse stock split at a ratio of 1-for-10
Discontinued Operations	Discontinued Operations On March 20, 2024, MGOTeam1 entered into a term sheet with Centric, providing for the terms and conditions for MGOTeam1 to assign and Centric to assume the existing Trademark License Agreement (“License Agreement”), dated November 21, 2021, with an expiration date of December 31, 2024 (“Expiration Date”), between Leo Messi Management SL (“LMM”) and MGOTeam1. Pursuant to the term sheet, Centric assumed the Company’s minimum guarantee obligation to LMM under the License Agreement for payment due dates in 2024 amounting to € 1,500,000 2,000,000 On March 21, 2024, the Company, Centric and LMM signed a Deed of Novation, Assignment and Assumption (the “Deed”) providing for MGOTeam1 to assign all of its rights and obligations under the License Agreement to Centric, and Centric agreed to assume all of MGO’s rights and obligations in respect of the License Agreement with effect on and from March 21, 2024. No other assets or liabilities were assumed. See Note 10.
Use of Estimates	Use of Estimates The preparation of the unaudited consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Our most critical estimates include those related to stock-based compensation, inventory and inventory allowance valuation. On an ongoing basis, we evaluate our estimates and assumptions. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with maturities of three months or less when purchased. The Company maintains its cash with high credit quality financial institutions; at times, such balances with any one financial institution may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. As of September 30, 2024 and December 31, 2023, the Company had $ 1,177,368 586,446
Accounts Receivable	Accounts Receivable Accounts receivables are carried at their estimated collectible amounts, net of any estimated allowances for credit losses. We grant unsecured credit to our wholesale customers who are deemed creditworthy. Ongoing credit evaluations are performed, and potential credit losses estimated by management are charged to operations on a regular basis. At the time any particular account receivable is deemed uncollectible, the balance is charged to the allowance for doubtful accounts. As of September 30, 2024 and December 31, 2023, the Company had no
Inventory	Inventory Inventory consists of raw materials and finished goods ready for sale and is stated at the lower of cost or net realizable value. We value inventories using the weighted average costing method. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. We regularly review inventory and consider forecasts of future demand, market conditions and product obsolescence. If the estimated realized value of our inventory is less than cost, we make provisions in order to reduce its carrying value to its estimated net realizable value. The write downs are recognized as a component of cost of sales. As of September 30, 2024 and December 31, 2023, the Company had no
Property and Equipment, Net	Property and Equipment, Net Property and equipment is recorded at cost. Expenditures for renewals and improvements that significantly add to the productivity capacity or extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs are expensed. When equipment is retired or sold, the cost and related accumulated depreciation are eliminated from the accounts and the resultant gain or loss is reflected in income. Depreciation is provided using the straight-line method, based on useful lives of the assets which is three years for computers, equipment and software. Depreciation expense from continuing operations for the nine months ended September 30, 2024 and 2023 was $ 81,590 38,321 SCHEDULE OF PROPERTY AND EQUIPMENT, NET USEFUL LIFE Classification Useful Life September 30, 2024 (unaudited) December 31, 2023 Computer equipment and software 3 $ 309,286 $ 308,774 Furniture 3 17,191 17,191 Property and equipment, gross Less: Accumulated depreciation (88,903 ) (6,503 ) Property and equipment, net $ 238,384 $ 319,462
Revenue Recognition	Revenue Recognition The Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. Revenue transactions associated with the sale of Stand Flagpoles www.standflagpoles.com For the three and nine months ended September 30, 2024 and 2023, the Company generated revenues of $ 565,400 2,661,253 1,054,161 2,823,601
Non-Controlling Interest	Non-Controlling Interest As of December 6, 2021, one shareholder did not rollover its 11.82 Consolidation 5,229 (62,800) 229,073 (185,556)
Foreign Currency	Foreign Currency The Company’s functional and reporting currency is the U.S. dollar. Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction. The resulting monetary assets and liabilities are translated into U.S. dollars at exchange rates prevailing on the subsequent balance sheet date. Revenue and expense components are translated to U.S. dollars at weighted-average exchange rates in effect during the period. Foreign currency transaction gains and losses resulting from remeasurement are recognized in other income, net within the consolidated statements of operations.
Segment Reporting	Segment Reporting On March 21, 2024, the Company discontinued operations of The Messi Store
Income Taxes	Income Taxes The Company accounts for income taxes using the asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in the tax law. For deferred tax assets, management evaluates the probability of realizing the future benefits of such assets. The Company establishes valuation allowances for its deferred tax assets when evidence suggests it is unlikely that the assets will be fully realized. The Company recognizes the tax effects of an uncertain tax position only if it is more likely than not to be sustained based solely on its technical merits as of the reporting date and then only in an amount more likely than not to be sustained upon review by the tax authorities. Income tax positions that previously failed to meet the more likely than not threshold is recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more likely than not threshold is derecognized in the first subsequent financial reporting period in which that threshold is no longer met. The Company classifies potential accrued interest and penalties related to unrecognized tax benefits within the accompanying consolidated statements of operations as income tax expense.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update 2023-07 – Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures. The ASU improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update require disclosure of significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of segment profit or loss, require disclosure of other segment items other segment items
Recently Issued Accounting Pronouncements Not Yet Adopted	Recently Issued Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued Accounting Standards Update 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. The ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 will become effective at the beginning of our 2025 fiscal year. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. We do not expect that this guidance will have a material impact upon our financial position and results of operations.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	Sep. 30, 2024
Accounting Policies [Abstract]
SCHEDULE OF PROPERTY AND EQUIPMENT, NET USEFUL LIFE	SCHEDULE OF PROPERTY AND EQUIPMENT, NET USEFUL LIFE Classification Useful Life September 30, 2024 (unaudited) December 31, 2023 Computer equipment and software 3 $ 309,286 $ 308,774 Furniture 3 17,191 17,191 Property and equipment, gross Less: Accumulated depreciation (88,903 ) (6,503 ) Property and equipment, net $ 238,384 $ 319,462

BALANCE SHEET ITEMS (Tables)

BALANCE SHEET ITEMS (Tables)	9 Months Ended
BALANCE SHEET ITEMS (Tables)	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
SCHEDULE OF PREPAID EXPENSES	SCHEDULE OF PREPAID EXPENSES September 30, 2024 (unaudited) December 31, 2023 Prepaid expenses $ 49,479 $ 5,577 Prepaid rent 7,500 7,500 Prepaid inventories - 165,348 Total $ 56,979 $ 178,425
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES September 30, 2024 (unaudited) December 31, 2023 Accounts payable $ 51,170 $ 184,677 Accounts payable, related party 2,769 5,678 Accounts payable 2,769 5,678 Accrued liabilities 40,340 216,297 Accrued payroll 58,648 533,643 Total $ 152,927 $ 940,295

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
STOCKHOLDERS’ EQUITY (Tables)	Sep. 30, 2024
Equity [Abstract]
SUMMARY OF STOCK OPTION ACTIVITY	The following is a summary of stock option activity for the nine months ended September 30, 2024: SUMMARY OF STOCK OPTION ACTIVITY Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, December 31, 2023 114,000 $ 50.00 4.04 Granted 30,000 4.10 Forfeited (114,000 ) 50.00 Canceled (30,000 ) 4.10 Outstanding, September 30, 2024 - - - Exercisable, September 30, 2024 - - -
SCHEDULE OF FAIR VALUE OF STOCK BASED COMPENSATION ASSUMPTION INPUTS	The Company estimated the fair value of the stock-based compensation using the Black Scholes Model with the following assumption inputs: SCHEDULE OF FAIR VALUE OF STOCK BASED COMPENSATION ASSUMPTION INPUTS For the Nine Months Expected life of the options 2.88 5.00 Share price of the issuance date $ 4.10 Expected volatility 95 147.18 % Expected dividend rate 0 % Risk-free interest rate 4.38 %
SUMMARY OF RESTRICTED STOCK UNITS ACTIVITY	The following is a summary of RSU activity for the nine months ended September 30, 2024: SUMMARY OF RESTRICTED STOCK UNITS ACTIVITY Shares Weighted Outstanding as of December 31, 2023 40,172 $ 14.10 Granted 524,730 3.63 Canceled (39,166 ) 5.60 Vested and issued (525,736 ) 4.14 Outstanding and unvested as of September 30, 2024 - $ -

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	9 Months Ended
DISCONTINUED OPERATIONS (Tables)	Sep. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
SCHEDULE OF DISCONTINUED OPERATIONS	SCHEDULE OF DISCONTINUED OPERATIONS Summary reconciliation of Discontinued Operations September 30, 2024 (unaudited) September 30, 2023 (unaudited) Revenues $ 74,939 $ 931,839 Cost of sales 48,840 576,217 Gross profit 26,099 355,622 Operating expenses Selling, general, administrative expenses 31,161 200,945 Marketing and e-commerce expenses 62,528 778,723 Royalty expenses (55,194 ) 931,959 Total operating expenses 38,495 1,911,627 Operating income (loss) (12,396 ) (1,556,005 ) Interest expense 7,059 456 Gain on transfer of licensing rights (1,882,469 ) - Gain on settlement of debt (60,323 ) (3,500 ) Other (income) expense (14,671 ) 21,143 Total other (income) expense (1,950,404 ) 18,099 Net income (loss) $ 1,938,008 $ (1,574,104 ) Less: net income (loss) attributable to non-controlling interest 229,073 (185,556 ) Net income (loss) attributable to MGO stockholders $ 1,708,935 $ (1,388,548 ) The following table presents a reconciliation of the carrying amounts of major classes of assets and liabilities of the Company classified as discontinued operations as of September 30, 2024 and December 31, 2023: September 30, 2024 (unaudited) December 31, 2023 Current assets Cash $ 2,176 $ 98,466 Accounts receivable 95 39,121 Inventories - 117,531 Other current assets 7,864 7,864 Prepaid expenses - 4,721 Total current assets 10,135 267,703 Current liabilities Accounts payable - 115,333 Accrued liabilities 1,529 264,534 Total current liabilities 1,529 379,867

ORGANIZATION AND OPERATIONS (De

ORGANIZATION AND OPERATIONS (Details Narrative)

2 Months Ended

9 Months Ended

12 Months Ended

Jul. 18, 2024

Jul. 15, 2024

Mar. 21, 2024 USD ($)

Jan. 31, 2024 shares

Jan. 10, 2024 USD ($)

Sep. 30, 2023 USD ($)

May 11, 2023 shares

Nov. 20, 2021 EUR (€)

Aug. 19, 2024 shares

Sep. 30, 2024 USD ($) $ / shares

Sep. 30, 2023 USD ($)

Dec. 31, 2023 USD ($)

Mar. 13, 2023 $ / shares

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Reverse stock split

1-for-10

reverse stock split at a ratio of 1-for-10.

Share price | $ / shares

$ 4.10

$ 1

Restricted stock units, shares | shares

9,500

Stock-based compensation

$ 1,976,962

$ 673,624

Payments of cash for license

$ 2,000,000

MGO [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Ownership percentage

5.66%

Heidmar Shareholders [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Ownership percentage

94.34%

HMI Shareholders [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Business combination description

a number of
Holdings Common Shares equal to (x) the number of the Company’s outstanding shares of common stock on a fully diluted and as-converted
basis immediately prior to the effective time of the Merger, times (y) 16.6667, divided by (z) the number of outstanding HMI Shares
immediately prior to the HMI Share Acquisition and (ii) after the Closing and upon the satisfaction of certain earnout conditions
set forth in the Business Combination Agreement, additional Holdings Common Shares equal to 10% of the shares issued to the Heidmar
Shareholders on the Closing.

Consulting Agreement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Cash paid for consulting service

$ 200,000

$ 150,000

Restricted stock units, shares | shares

15,000

Stock-based compensation

$ 51,587

$ 123,914

Consulting Agreement [Member] | Restricted Stock Units (RSUs) [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock-based compensation

$ 51,587

$ 109,679

Trademark License Agreement [Member] | November 15, 2024 [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Amount of minimum guaranteed royalties | €

€ 4,000,000

SCHEDULE OF PROPERTY AND EQUIPM

SCHEDULE OF PROPERTY AND EQUIPMENT, NET USEFUL LIFE (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (88,903)	$ (6,503)
Property and equipment, net	238,384	319,462
Computer Equipment and Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 309,286	308,774
Useful Life	3 years
Furniture [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 17,191	$ 17,191
Useful Life	3 years

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)						3 Months Ended		9 Months Ended
	Jul. 18, 2024	Jul. 15, 2024	Jul. 11, 2024 shares	Mar. 22, 2024 USD ($)	Dec. 06, 2021 shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Mar. 20, 2024 EUR (€)	Dec. 31, 2023 USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares new issues \| shares			2,000
Reverse stock split	1-for-10	reverse stock split at a ratio of 1-for-10.
Excess of FDIC insurance limit						$ 1,177,368		$ 1,177,368			$ 586,446
Allowance for credit losses						0		0			0
Inventory adjustments						0		0			$ 0
Depreciation								81,590	$ 38,321
Revenues						565,400	$ 1,054,161	2,661,253	2,823,601
Net income (loss) of non-controlling interest						$ 5,229	$ (62,800)	$ 229,073	$ (185,556)
Rollover Agreement [Member] \| MGOTeam 1 LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Non-controlling interest, percentage					11.82%
Shares new issues \| shares					881,800
License Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payment due \| €										€ 1,500,000
Payment received from related party				$ 2,000,000

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)			9 Months Ended
GOING CONCERN (Details Narrative) - USD ($)	Apr. 16, 2024	Feb. 08, 2024	Sep. 30, 2024	Sep. 30, 2023	Jun. 07, 2024
Working capital			$ 2,393,015
Loss from continuing operations			5,663,027	$ 3,596,339
Operating activities			4,715,475	$ 6,396,563
Sale of stock, description of transaction	on April 16, 2024 did not result in the Company regaining compliance. As a consequence, the Company is not eligible for a second 180 day period, because the Company does not meet the $5,000,000 minimum
Net proceeds from sales of our common stock			3,215,752
Minimum [Member]
Gross sales price					$ 1,650,000
Maximum [Member]
Gross sales price					$ 3,389,384
Maxim Group LLC [Member]
Sale of stock, description of transaction		The S-3 contained two prospectuses: i) a base prospectus that covers the potential offering, issuance and sale from time to time of our common stock, preferred stock, warrants, debt securities and units in one or more offerings with a total value of up to $100,000,000; and ii) a sales agreement prospectus covering the potential offering, issuance and sale from time to time of shares of our common stock having an aggregate gross sales price of up to $1,650,000 pursuant to an equity distribution agreement entered into with the New York-based investment banking firm, Maxim Group LLC (“At-the-Market Offering” or “ATM”).
Net proceeds from sales of our common stock			$ 3,215,752

SCHEDULE OF PREPAID EXPENSES (D

SCHEDULE OF PREPAID EXPENSES (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid expenses	$ 49,479	$ 5,577
Prepaid rent	7,500	7,500
Prepaid inventories		165,348
Total	$ 56,979	$ 178,425

SCHEDULE OF ACCOUNTS PAYABLE AN

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Defined Benefit Plan Disclosure [Line Items]
Accrued liabilities	$ 40,340	$ 216,297
Accrued payroll	58,648	533,643
Total	152,927	940,295
Nonrelated Party [Member]
Defined Benefit Plan Disclosure [Line Items]
Accounts payable	51,170	184,677
Related Party [Member]
Defined Benefit Plan Disclosure [Line Items]
Accounts payable	$ 2,769	$ 5,678

BALANCE SHEET ITEMS (Details Na

BALANCE SHEET ITEMS (Details Narrative) - USD ($)					1 Months Ended
BALANCE SHEET ITEMS (Details Narrative) - USD ($)	Aug. 07, 2024	Jul. 18, 2024	Jul. 15, 2024	Apr. 16, 2024	Jan. 31, 2024	Sep. 30, 2024	Mar. 22, 2024	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Inventory net						$ 1,049,359		$ 607,022
Prepaid expenses						56,979		178,425
Accounts payable and accrued liabilities						$ 152,929		$ 940,296
Debt Instrument, Face Amount							$ 2,658,635
Sale of stock description				on April 16, 2024 did not result in the Company regaining compliance. As a consequence, the Company is not eligible for a second 180 day period, because the Company does not meet the $5,000,000 minimum
Reverse stock split		1-for-10	reverse stock split at a ratio of 1-for-10.
Financing Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt Instrument, Interest Rate During Period					7.58%
Debt Instrument, Face Amount					$ 225,185
Debt Instrument, Periodic Payment					$ 23,308
Debt maturity date					Oct. 12, 2024
Loan Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Long-Term Line of Credit	$ 250,000
Line of Credit Facility, Commitment Fee Percentage	8.15%
Line of Credit Facility, Expiration Date	Aug. 07, 2026

LOAN PAYABLE (Details Narrative

LOAN PAYABLE (Details Narrative) - USD ($)	Jan. 24, 2024	Sep. 30, 2024	Mar. 22, 2024
Defined Benefit Plan Disclosure [Line Items]
Principal amount			$ 2,658,635
PayPal [Member]
Defined Benefit Plan Disclosure [Line Items]
Principal amount	$ 85,000
Fixed loan fee	10,312
Loan payble	95,312	$ 27,788
Periodic payment	$ 1,833

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)				2 Months Ended	9 Months Ended		12 Months Ended
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Apr. 02, 2024	Jan. 31, 2024	May 11, 2023	Aug. 19, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Related Party Transaction [Line Items]
Accrued payroll					$ 58,648		$ 533,643
Restricted stock units				9,500
Share based compensation					1,976,962	$ 673,624
Chief Financial Officer [Member] \| Minimum [Member]
Related Party Transaction [Line Items]
Base salary	$ 165,000
Chief Financial Officer [Member] \| Maximum [Member]
Related Party Transaction [Line Items]
Base salary	$ 200,000
Board of Directors Chairman [Member] \| Restricted Stock Units (RSUs) [Member]
Related Party Transaction [Line Items]
Restricted stock units	5,000
Restricted stock vesting period	1 year
Consulting Agreement [Member]
Related Party Transaction [Line Items]
Consulting fee			$ 350,000
Restricted stock units		15,000	15,000
Share based compensation					51,587		123,914
Consulting Agreement [Member] \| Restricted Stock Units (RSUs) [Member]
Related Party Transaction [Line Items]
Share based compensation					51,587		109,679
Related Party [Member]
Related Party Transaction [Line Items]
Accounts payable					$ 2,769		$ 5,678

SUMMARY OF STOCK OPTION ACTIVIT

SUMMARY OF STOCK OPTION ACTIVITY (Details) - $ / shares	9 Months Ended	12 Months Ended
SUMMARY OF STOCK OPTION ACTIVITY (Details) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Equity [Abstract]
Number of Stock Options, Outstanding, Beginning balance	114,000
Weighted Average Exercise Price, Beginnning balance	$ 50
Weighted Average Remining Contractual Life, Outstanding		4 years 14 days
Number of Stock Options, Granted	30,000
Weighted Average Exercise Price, Granted	$ 4.10
Number of Stock Options, Forfeited	(114,000)
Weighted Average Exercise Price, Forfeited	$ 50
Number of Stock Options, Canceled	(30,000)
Weighted Average Exercise Price, Canceled	$ 4.10
Number of Stock Options, Outstanding, Ending balance		114,000
Weighted Average Exercise Price, Ending balance		$ 50
Number of Stock Options, Exercisable
Weighted Average Exercise Price, Exercisable

SCHEDULE OF FAIR VALUE OF STOCK

SCHEDULE OF FAIR VALUE OF STOCK BASED COMPENSATION ASSUMPTION INPUTS (Details) - $ / shares	9 Months Ended
	Sep. 30, 2024	Mar. 13, 2023
Share price of the issuance date	$ 4.10	$ 1
Expected dividend rate	0%
Risk-free interest rate	4.38%
Minimum [Member]
Expected life of the options	2 years 10 months 17 days
Expected volatility	95%
Maximum [Member]
Expected life of the options	5 years
Expected volatility	147.18%

SUMMARY OF RESTRICTED STOCK UNI

SUMMARY OF RESTRICTED STOCK UNITS ACTIVITY (Details) - Restricted Stock Units (RSUs) [Member]	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, Outstanding Beginning \| shares	40,172
Weighted Average Grant Date Fair Value, Outstanding Beginnning \| $ / shares	$ 14.10
Number of shares, Granted \| shares	524,730
Weighted Average Grant Date Fair Value, Granted \| $ / shares	$ 3.63
Number of shares, Canceled \| shares	(39,166)
Weighted Average Grant Date Fair Value, Canceled \| $ / shares	$ 5.60
Number of shares, Vested \| shares	(525,736)
Weighted Average Grant Date Fair Value, Vested \| $ / shares	$ 4.14
Number of shares, Outstanding Endiing \| shares
Weighted Average Grant Date Fair Value, Outstanding Ending \| $ / shares

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)

1 Months Ended

2 Months Ended

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 18, 2024

Jul. 15, 2024

Jul. 11, 2024

Jun. 05, 2024

Jun. 04, 2024

Apr. 16, 2024

Apr. 12, 2024

Jan. 18, 2023

Jan. 12, 2023

Feb. 29, 2024

Jan. 31, 2023

Aug. 19, 2024

Sep. 30, 2024

Jun. 30, 2024

Mar. 31, 2024

Mar. 31, 2023

Sep. 30, 2024

Sep. 30, 2023

Dec. 31, 2023

Jan. 19, 2024

Mar. 13, 2023

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

2,000

Common stock, par value

$ 0.00001

Number of stock options, granted

30,000

Share price

$ 4.10

$ 1

Sale of stock description

on April 16, 2024 did not result in the Company regaining compliance. As a consequence, the Company
is not eligible for a second 180 day period, because the Company does not meet the $5,000,000 minimum

Shares sold

781,438

Share based compensation

$ 1,976,962

$ 673,624

Issued restricted stock awards, vested

9,500

Number of shares issued

114,000

Reverse stock split, description

1-for-10

reverse stock split at a ratio of 1-for-10.

Net proceeds received

$ 3,215,752

Stock compensation expense

202,597

Unrecognized compensation cost

$ 0

Restricted Stock Units (RSUs) [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Options held

524,730

Stock compensation expense

$ 1,774,372

Unrecognized compensation cost

$ 0

Sharebased compensation arrangement by sharebased payment award other than options grants

$ 1,903,130

Minimum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Shares price

$ 2.18

Maximum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Shares price

$ 10.16

2022 Plan [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

205,071

Sale of stock description

On
April 12, 2024, the Board unanimously authorized and approved an amendment (“Plan Amendment”) to MGO’s 2022 Equity
Incentive Plan (the “2022 Plan”) to increase the number of shares of the Company’s common stock, par value
$0.00001 per share

Former Chief Marketing Officer [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

23,202

Share price

$ 4.31

Share based compensation

$ 99,999

Directors and Officers [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Issued restricted stock awards, vested

22,000

182,869

Chief Executive Officer [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

4,986

41,633

Chief Brand Officer [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

4,987

41,633

Chief Operating Officer [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

4,987

41,633

Chief Financial Officer [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

2,640

22,297

Nonemployee Director [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

1,100

8,919

Directors Officers And Consultants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Issued restricted stock awards, vested

502,529

Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

70,000

Exercise price

$ 10

Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

522,757

100,698

157,983

172,500

Cashless exercise of warrants

12,731

Options held

2,000

Number of shares issued

2,000

Common Stock [Member] | 2022 Plan [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

182,451

Number of new stock increased

451,188

Boustead Securities, LLC [Member] | Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

12,731

Cashless exercise of warrants

16,448

Underwriting Agreement [Member] | Boustead Securities, LLC [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new stock issued

172,500

Common stock, par value

$ 0.00001

Number of stock options, granted

22,500

Share price

$ 50

Sale of stock description

Pursuant to the Underwriting Agreement, in exchange for the Representative’s
firm commitment to purchase the Shares, the Company agreed to sell the Shares to the Representative at a purchase price of $46.50 (93%
of the public offering price per Share of $50.00) and issue the underwriters three-year warrants to purchase an aggregate of 8,625 shares
of the Company’s common stock, which is equal to five percent (5%) of the Shares sold in the Offering. Such warrants have an exercise
price of $6.25, which is equal to 125% of the Offering price (the “Warrant”).

Proceeds from offering

$ 7,560,354

Shares sold

22,500

LEASES (Details Narrative)

LEASES (Details Narrative)	Feb. 20, 2023 ft²
Leases
Space for office	2,300

SCHEDULE OF DISCONTINUED OPERAT

SCHEDULE OF DISCONTINUED OPERATIONS (Details) - USD ($)	9 Months Ended
SCHEDULE OF DISCONTINUED OPERATIONS (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Revenues	$ 74,939	$ 931,839
Cost of sales	48,840	576,217
Gross profit	26,099	355,622
Selling, general, administrative expenses	31,161	200,945
Marketing and e-commerce expenses	62,528	778,723
Royalty expenses	(55,194)	931,959
Total operating expenses	38,495	1,911,627
Operating income (loss)	(12,396)	(1,556,005)
Interest expense	7,059	456
Gain on transfer of licensing rights	(1,882,469)
Gain on settlement of debt	(60,323)	(3,500)
Other (income) expense	(14,671)	21,143
Total other (income) expense	(1,950,404)	18,099
Net income (loss)	1,938,008	(1,574,104)
Less: net income (loss) attributable to non-controlling interest	229,073	(185,556)
Net income (loss) attributable to MGO stockholders	1,708,935	(1,388,548)
Current assets
Cash	2,176	$ 88,271	$ 98,466
Accounts receivable	95		39,121
Inventories			117,531
Other current assets	7,864		7,864
Prepaid expenses			4,721
Total current assets	10,135		267,703
Current liabilities
Accounts payable			115,333
Accrued liabilities	1,529		264,534
Total current liabilities	$ 1,529		$ 379,867

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details Narrative)	Mar. 22, 2024 USD ($)
Debt face amount	$ 2,658,635
Long term debt gross	658,635
Centric Brands LLC [Member]
Procceds from divestiture	2,000,000
MGO Global Inc [Member]
Procceds from divestiture	$ 2,000,000