UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

For the fiscal year ended December 31 2020, 2021

For the transition period from _____________ to _____________

Commission file number 001-13126

FOMO CORP.CORP.

(Exact name of small business issuer as specified in its charter)

1 E Erie St, Ste 525 Unit #2250, Chicago, IL60611

(Address of principal executive offices) (Zip Code)

(630) (630) 286-9560

(Issuer’s telephone number)

Securities registered under Section 12(b) of the Exchange Act: None.

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, no par value

(Title of Class)

Indicate by check mark if registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ] ☐ No [X] ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [  ] ☐ No [X] ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] ☒ No [  ]☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] ☒ No [  ]☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer a smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if disclosure of delinquent filersthe registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Item 405Section 13(a) of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in the definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [  ]Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] ☐ No [X] ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer or a small. See definition of “large accelerated filer, accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

The Aggregate market value of the Company’s common shares issued and outstanding as of April 6, 2021, was $42,464,120. The Aggregateaggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed fiscal year 2020,2021, was $5,988,248.$5,988,248.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

As of December 31,2020,April 12, 2022 there were 4,713,543,121 7,939,754,800 shares of Common Stock, no par value,common stock outstanding. We also had 3,000,000 Series A Preferred shares .0001 par value convertible into 150,000,000 common shares, 4,463,815 Series B Preferred shares .0001 par value convertible into 4,463,815,000 common shares, and 1,000,000 Series C Preferred shares .0001 par value convertible into 1,000,000 common shares. As of December 31, 2021, there were fully diluted shares issued and outstanding of 9,328,358,121.

Documents Incorporated by Reference.DOCUMENTS INCORPORATED BY REFERENCE None

None.

TABLE OF CONTENTS

CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS

The information contained in this Annual Report on Form 10-K includes some statements that are not purely historical and that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as such, may involve risks and uncertainties. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, perceived opportunities in the market and statements regarding our mission and vision. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. You can generally identify forward-looking statements as statements containing the words “anticipates, believes, continue, could, estimates, expects, intends, may, might, plans, possible, potential, predicts, projects, seeks, should, will, would” and similar expressions, or the negatives of such terms, but the absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The forward-looking statements contained herein are based on various assumptions, many of which are based, in turn, upon further assumptions. Our expectations, beliefs and forward-looking statements are expressed in good faith based on management’s views and assumptions as of the time the statements arewere made, but there can be no assurance that management’s expectations, beliefs, or projections will result or be achieved or accomplished.

In addition to other factors and matters discussed elsewhere herein, the following are important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements: technological advances, impact of competition, dependence on key personnel and the need to attract new management, effectiveness of cost and marketing efforts, acceptances of products, ability to expand markets and the availability of capital or other funding on terms satisfactory to us. We disclaim any obligation to update forward-looking statements to reflect events or circumstances after the date hereof.

For a discussion of

As used in this Annual Report on Form 10-K (the “Annual Report”), the risks, uncertainties,terms “FOMO,” “the Company,” “we,” “us” and assumptions that could affect our future events, developments, or results, you should carefully review the information set forth under “Item 1. Description of Business” below. Considering these risks, uncertainties“our” refer to FOMO Corp. and assumptions, the future events, developments, or results described by our forward-looking statements herein could turn to be materially different from those we discuss or imply.its subsidiaries.

PART I

Item 1. Description of Business.

History and Development ofCompany Background

From 2014 through 2019, the Company,

Prior to 2019, FOMO CORP., previously which was then known as “2050 Motors, Inc.”, had an agreement, subject to minimum sales requirements, was seeking to import, market and sell in the United States, Puerto Rico, the U.S. Territories and Peru, the “e-Go” lightweight carbon fiber all-electric vehicle (“EV”) design and electric light truck which was to be manufactured by Jiangsu Aoxin New Energy Automobile Co., Ltd. (“Aoxin Automobile”) located in the People’s Republic of China (“PRC”(the “PRC”). InAlthough the Company had entered into a definitive agreement with Aoxin Automobile, However, due to export restrictions imposed by the PRC, as well as tariffs imposed by the United States as a result of its trade dispute with China, the Company encountered substantial delays and was unable to commercially launch the vehicles in the U.S. Accordingly, in May 2019, the EV business was dissolved.

Today, FOMO CORP. is a development stage company with no operating history. Any profitability in the future from the business will be dependent upon the successful marketing and sales of products and services developed and/or purchased. Accordingly, FOMO CORP.’s prospects must be considered in light of the risks, expenses, and difficulties frequently encountered in establishing a newCompany discontinued its planned electric vehicle business and therefore it is a highly speculative venture involving significant financial risk.instead focused its efforts on exploring potential opportunities which management believed offered better potential to generate revenues and create shareholder value.

Acquisition of IAQ Technologies LLC On October 19, 2020, the Company acquired 100% of the membermembership interests of Purge Virus, LLC in exchange for the issuance of 2,000,000 Series B Preferred Shares valued at $800,000 to its member. We subsequently changed the name of the company to IAQ Technologies LLC (“IAQ”). IAQ, which is based in Philadelphia, PA, is engaged in the marketing and has acquired lightingsale of disinfection products and energy management technologyservices to businesses, including hotels, hospitals, cruise ships, offices and government facilities, as well as to individuals. Products and services marketed by IAQ include:

IAQ markets and sells its disinfection products and services through two in-house sales managers.

Acquisitions of Independence LED LLC and Energy Intelligence Center LLC

On February 12, 2021 the Company purchased the assets of Independence LED LLC (“iLED”), an affiliate of IAQ, in 2021. See SUBSEQUENT EVENTSexchange for information on developments announced after December 31, 2020, including our closingthe issuance of 250,000 Series B Preferred Shares valued at $3.3 million iLED, is in the sale of clean air products intended for use in disinfecting and improving air quality.

On March 7, 2021, the Company purchased the assets of Energy Intelligence Center LLC (“EIC”), a second affiliate of IAQ, in exchange for the issuance of 125,000 Series B Preferred Shares valued at $1,479,121. EIC is engaged in the commercialization, marketing and licensing of d software designed to work in conjunction with a commercial building’s HVAC system to clean the air that circulates within the building

Following the acquisitions of the assets of Independence LED lighting,ILEDI and EIC, the Company combined the assets and businesses of iLED and EIC into a newly formed wholly- owned subsidiary, EIC of Wyoming LLC (“EIC Wyoming”).

The managing member of IAQ, iLED and Energy Intelligence Center, LLC.EIC stayed on following the acquisitions to run their businesses. However, in July 2021, the former managing member stepped down and assumed a consulting roll and a new chief executive officer was hired to run the businesses of IAQ and EIC Wyoming. Such individual resigned from his position on March 2, 2022 and we have appointed an interim chief executive officer.

Operating results for IAQ since its acquisition have not met expectations, Accordingly, the interim chief executive is in the process of reorganizing IAQ. Accordingly, we determined that IAQ’s value was impaired at December 31, 2021.

In addition, the software developer responsible for completing development and implementation of EIC Wyoming left the company and has refused to assist us with completing the software and transitioning the work to other individuals. Accordingly, we are now in the process of identifying another person or entity to take over and complete development of the software. As a result of this delay, we determined that EIC Wyoming’s value was impaired was impaired at December 31, 2021

Acquisition of SMARTSolution Technologies L.P.

.

On February 28, 2022, FOMO closed the acquisition of the general and all the limited partnership interests of SMARTSolution Technologies L.P. (“SST”) pursuant to a Securities Purchase Agreement dated February 28, 2022 (the “SPA”), by and between the Company and Mitchell Schwartz (“Seller”), the beneficial owner of the general and limited partnership interests in SST. SST is a Pittsburgh, Pennsylvania–based audio/visual systems integration company that designs and builds presentation, teleconferencing and collaborative systems for businesses, educational institutions and other nonprofit organizations.

Pursuant to the SPA, FOMO:

SST has been engaged in the EdTech business for over 25 years. SST markets its systems to and installs the systems in elementary, middle and high schools, as well as colleges, universities and other commercial facilities. A current focus of SST’s business is the sale and installation of interactive smartboards to elementary, middle and high schools. These interactive smartboards provide students with interactive remote access from home or other locations to classrooms and teachers via personal computers, laptops, tablets and similar devices. Students can gain SST currently markets its systems primarily in Pennsylvania and Ohio, is in the process of expanding into the Alabama and Michigan markets and plan to expand further throughout the United States as opportunities present itself.

As a result of the growth in remote learning, as a result of the COVID-19 pandemic and otherwise, SST is currently experiencing a significant increase in orders and sales and a growth in backlog. Since the closing of the acquisition, FOMO Corp. has secured approximately $600,000 thousand in debt and convertible debt financing to support SST’s fulfillment of additional orders and reduction of its backlog.

The interactive smartboards which form the key element of SST’s interactive systems are supplied by a single supplier in Canada, which is a subsidiary of a large multi-national company. SST believes that its relationship with its supplier is excellent, although there can be no assurance that if the relationship with the supplier was interrupted or otherwise adversely affected that an alternative source of supply at commercially reasonable cost would be available or that SST’s business would not be seriously harmed.

SST markets its systems and services through a lead sales manager who has contacts with school boards in Pennsylvania and Ohio. SST also works with former elected government officials that have contacts with school boards in Alabama and Michigan.

The primary competitor of SST in the Pennsylvania and Ohio regions is a Philadelphia-based entity which also markets and sells the interactive whiteboards. SST believes that it competes effectively based on its contacts and relationships with its existing and potential customers. However, there can be no assurance given that SST additional competitors with greater financial and other resources will not enter SST’s market or that SST will be able to successfully compete as it enters new geographic markets.

SST currently employs 13 people, including 4 in administration, 2 in sales and 7 in installation. As a result of its growing backlog, SST is currently seeking to expand its installation and sales staff.

Series B Preferred Shares

Each Series B Preferred Share issued in connection with the above acquisitions entitles the holder to a preferred cumulative annual dividend of $0.01 per share, when, as and if declared by FOMO’s board of directors out of funds legally available therefor. Each Series B Preferred Share is convertible at the option of the holder into 1,000 shares of the Company’s common stock for an aggregate of 1,000,000,000 shares of common stock, subject to adjustment for stock splits, stock dividends and similar transactions. The Series B Preferred Shares have a liquidation preference of $0.001 per share and vote on all matters presented to stockholders for a vote on an “as converted” basis together with our common stock as a single class, except as required by law.

Corporate Information

We were incorporated in the State of California in 2007. Our principal executive offices are located at 1 E Erie St, Ste 525 Unit #2250, Chicago, IL 60611 and our telephone number is (630) 286-9560. Our website is www.fomoworldwide.com. Information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report.

Item 1A. Risk Factors.

Not applicable to smaller reporting companies

Item 1B. Unresolved Staff Comments.

NoneNone.

Item 2. Properties.

NoneThe Company currently leases property in its wholly owned subsidiary SMARTSolution Technologies at 831 West North Ave, Pittsburgh, PA 15233. The property lease is between SMARTSolution Technologies LP and GraMax LLC, which is wholly owned by SST’s Chief Executive Officer, Mitchell Schwartz. The initial lease term is five (5) years with and annual lease of $84,000.

The Company currently uses an address in Chicago of 1 E Erie St, Ste 525 Unit #2250, Chicago, IL 60611 as its home office address. This address is a mail stop used only to receive mail. Our Company Chief Executive Officer works out of his apartment.

Item 3. Legal Proceedings.

NoneNone.

Item 4. Mine Safety Disclosures.

NoneNone.

PART II

Item 5. Market for Registrant’s Common Equity Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

Market Information

There has only been limited trading forOur shares of common stock are quoted on the Company’s Common Stock overOTCPink tier of the past ten years. Thereover-the-counter market operated by OTC Markets Group Inc. under the symbol “FOMC”. Such market is extremely limited. We can provide no assurance that an active tradingour shares of common stock will be continued to be traded on the OTCPink or another exchange, or if traded, that the current public market will ever develop or, if suchbe sustainable.

Holders of Record

As of the date of this Annual Report, there were approximately 197 holders of record of our common stock, as reported by the Company’s transfer agent. In computing the number of holders of record, each broker-dealer and clearing corporation holding shares on behalf of its customers is counted as a market does develop, that it will continue. The Securitiessingle shareholder and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a “penny stock,” for purposes relevant toaccordingly, the Company as any equity security that has a market price of less than $5.00 per share or a security to purchase equity with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require: (i) that a broker or dealer approve a person’s account for transactions in penny stocks and (ii) the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve a person’s account for transactions in penny stocks, the broker or dealer must (i) obtain financial information and investment experience and objectives of the person and (ii) make a reasonable determinationbelieves that the transactions in penny stocks are suitable for that person and that person has sufficient knowledge and experience in financial matters to be capablenumber of evaluating the risksbeneficial owners of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a pennyits common stock a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form, (i) sets forth the basis on which the broker or dealer made the suitability determination and (ii) that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Disclosure also must be made about the risks of investing in penny stocks in both public offerings and in secondary trading, and about commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.is significantly higher.

HoldersDividends

There are approximately 207 holders of the Company’s Common Stock. This figure does not include holders of shares registered in “street name” or persons, partnerships, associates, corporations, or other entities identified in security position listings maintained by depositories.

Dividends

We have notnever declared or paid any cash dividends on our common stock since our inception andnor do notwe anticipate paying any dividends in the foreseeable future. We planFurthermore, we expect to retain any future earnings if any, for useto finance our operations and expansion. The payment of cash dividends in our business. Any decisions as tothe future paymentswill be at the discretion of dividends will depend on our earnings and financial position and such other facts, as the Board of Directors deems relevant.Directors.

Securities Authorized for Issuance under Equity Compensation Plans

We do not have any equity compensation plans.None.

Shares Available for Future Sale

Approximately 4.1% of all outstanding shares of our common stock are “restricted securities,” as that term is defined under Rule 144 promulgated under the Securities Act, because they were issued in a private transaction not involving a public offering. Accordingly, none of the outstanding shares of our common stock may be resold, transferred, pledged as collateral, or otherwise disposed of unless such transaction is registered under the Securities Act or an exemption from registration is available. In connection with any transfer of shares of our common stock other than pursuant to an effective registration statement under the Securities Act, the Company may require the holder to provide to the Company an opinion of counsel to the effect that such transfer does not require registration of such transferred shares under the Securities Act.

Rule 144 is not available for the resale of securities initially issued by companies that are, or previously were, shell companies, like us, unless the following conditions are met:

In view of the above, shareholders may utilize Rule 144 for the sale of their 2050 Motors shares at any time, assuming all the other requirements set forth above are met.

Repurchases of Equity Securities

None

Our common stock is approved for quotation on the OTC Markets’ pink sheet marketplace under the symbol “ETFM”. We have applied for a ticker change with FINRA, though there can be no assurances our request is completed. The pink sheet marketplace is a regulated quotation service that displays real-time quotes, last-sale prices, and volume information in over-the-counter equity securities. The pink sheet securities are traded by a community of market makers that enter quotes and trade reports. This market is limited in comparison to the national stock exchanges and any prices quoted may not be a reliable indication of the value of our common stock.

On December 31, 2020, the closing price of our common stock reported on the pink sheet marketplace was $0.0014 per share. The following table sets forth, for each of the quarterly periods indicated, the high and low sales prices of our common stock, as reported on the OTC Pink Sheets market.

Penny Stock Considerations

The trading of our common stock is deemed to be “penny stock” as that term is generally defined in the Securities Exchange Act of 1934 to mean equity securities with a price of less than $5.00. Our shares thus are subject to rules that impose sales practice and disclosure requirements on broker-dealers who engage in certain transactions involving a penny stock.

Under the penny stock regulations, a broker-dealer selling a penny stock to anyone other than an established customer or accredited investor must make a special suitability determination regarding the purchaser and must receive the purchaser’s written consent to the transaction prior to the sale, unless the broker-dealer is otherwise exempt. Generally, an individual with a net worth in excess of $1,000,000 or annual income exceeding $200,000 individually or $300,000 together with his or her spouse is considered an accredited investor. In addition, under the penny stock regulations the broker-dealer is required to:

Because of these regulations, broker-dealers may encounter difficulties in their attempt to buy or sell shares of our common stock, which may affect the ability of selling stockholders or other holders to sell their shares in the secondary market and have the effect of reducing the level of trading activity in the secondary market. These additional sales practice and disclosure requirements could impede the sale of our common stock in the marketplace. In addition, the liquidity for our common stock may be decreased, with a corresponding decrease in the price of our common stock. Our shares are likely to be subject to such penny stock rules for the foreseeable future.

Reports to Stockholders

We are currently subject to the information and reporting requirements of the Securities Exchange Act of 1934 and will continue to file periodic reports, and other information with the SEC. We intend to file annual reports for our stockholders containing audited financial statements.

Transfer Agent

Signature Stock Transfer, Inc., located at 2632 Coachlight Court, Plano, Texas 75093 is the registrar and transfer agent for our common stock.

Recent Sales of Unregistered Securities

None.

Between January 1, 2019 and December 31, 2019, the Company issued to third-party lenders a total of 1,242,231,661 shares of common stock pursuant to conversions of $255,334 debt. In accordance with the “tacking” provisions under the rules and regulations of the 1933 Act, the request for conversions were accompanied by opinions of counsel and therefore all the shares were issued without restrictions on sales or transfers.

Between January 1, 2019 and December 31, 2019, the Company did not issue any shares of common stock to related parties.

Between January 1, 2020 and December 31, 2020, the Company issued to third-party lenders a total of 2,936,347,316 shares of common stock pursuant to conversions of 761,456 debt. In accordance with the “tacking” provisions under the rules and regulations of the 1933 Act, the request for conversions were accompanied by opinions of counsel and therefore all the shares were issued without restrictions on sales or transfers.

Between January 1, 2020 and December 31, 202, the Company did not issue any shares of common stock to related parties.

Additional Information

We are a fully reporting issuer, subject to the Securities Exchange Act of 1934. Our Quarterly Reports, Annual Reports, and other filings can be obtained from the SEC’s Public Reference Room at 100 F Street, NE., Washington, DC 20549, on official business days during the hours of 10 a.m. to 3 p.m. You may also obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330. The Commission maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the Commission at http://www.sec.gov. Our legal name is FOMO CORP., listed on the SEC’s EDGAR system. Our internet website address is http://www.fomoworldwide.com.

Item 6. Selected financial Data.[Reserved]

Not required under Regulation S-K for “smaller reporting companies.”

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation

This 10−KAnnual Report contains forward-looking statements. Our actual results could differ materially from those set forth because of general economic conditions and changes in the assumptions used in making such forward-looking statements. The following discussion and analysis of our financial condition and results of operations should be read together with the audited consolidated financial statements and accompanying notes and the other financial information appearing elsewhere in this report. The analysis set forth below is provided pursuant to applicable Securities and Exchange Commission regulations and is not intended to serve as a basis for projections of future events. Refer also to “Risk Factors” andAnnual Report. See “Cautionary Note Regarding Forward Looking Statements” in Item 1 above.

Plan of Operation

The Company is currently pursuing additional funding sources that would enable it to acquire the acquisitions currently under an LOI and sustain its planned operations. We intend to pursue additional opportunities to expand the Company.

Costs and Resources

To the extent that the Company’s capital resources are insufficient to meet planned operating requirements, the Company will seek additional funds through equity or debt financing, collaborative, or other arrangements with corporate partners, licensees, or others, and from other sources.

Results of Operation for the yearsOperations

Year ended December 31, 2021 as compared to year ended December 31, 2020 and 2019

Revenues. During the year endingended December 31, 2020,2021, the Company had operating revenues of $92,114.$657,136, as compared to operating revenues of $92,114 for the year ended December 31, 2020. Revenues for 2021 and 2020 were generated primarily from sales of clean air technology. The Company believes that, revenues for 2022 will be primarily generated by sales of interactive audio-visual systems and related services by SST.

Cost of Revenues. During the year endingended December 31, 2021, cost of revenues was $539,308, consisting primarily of cost of products for clean air technology, as compared to cost or revenues of $88,354 for the year ended December 31, 2020 the Company hadconsisting primarily of cost of revenuesproducts for clean air technology.

Gross Profit. Gross profit for the year ended December 31, 2021 was $117,828 as compared to gross profit of $88,354. $3,760 for the year ended December 31, 2020. The change in gross profit from 2020 to 2021 was due to increase in sales from acquisition of EIC and iLED.

Operating Expenses. During the year endingended December 31, 2021, the Company incurred operating expenses of $11,340,784 consisting primarily of consulting fees, travel expenses, general and administrative costs, bad debt expense, loss on impairment and amortization of debt discount. During the year ended December 31, 2020, the Company incurred operating expenses of $1,358,295 consisting$1,602,046,. The increase in operating expenses in 2021 from 2020 was due primarily of consulting fees, travel expenses and general and administrative costs.to increase efforts to generate revenue.

Other Income (Expenses). During the year ended December 31, 2019,2021, the Company incurred operating expensesother income(expense) $(1,359,544) consisting of $212,708. These operating expenses combined with a lack of operating revenues resulted in net losses of ($1,392,968)interest expense, loss on investments, debt settlement, loan forgiveness, loss on debt conversions, derivative liability gain and ($65,235) forderivative expense. During the periodsyear ended December 31, 2020 and December 31, 2019, respectively. As of December 31, 2020, the Company hadincurred other income(expense) of $38,433 consisting of interest expense, unrealized loss on investment, derivative expense and impairment of acquired entities.

Net Losses. As a stockholders’ deficitresult of ($470,222)the above, the Company incurred a net loss of $12,582,500, for the year ended December 31, 2021, as compared to a stockholders’ deficitnet loss of ($1,241,863) as of$1,636,719 for the year ended December 31, 2019. The decreased stockholders’ deficit was due to the net losses in 2020 primarily due to the issuance of common stock for reduction of debt, finance fees, and non-cash charges for changes in derivative valuations associated with the embedded conversion features of convertible debentures.2020.

EquityLiquidity and Capital Resources at December 31, 2021-

We have incurred losses since inception of our business and as ofat December 31, 2020,2021, we had an accumulated deficit of ($7,418,894).$20,245,145. As of December 31, 2020,2021, we had cash of $12,069$94,224 and negative working capital of ($1,135,594).$1,075,690. Our total assets as of December 31, 2021 were $958,546, after giving effect to impairment at such date of the assets purchased in the acquisitions of iLED and EIC in early 2021 as described in “Item 1 Business “ above.

To date, we have funded our operations through short-term debt and equity financing. During the year ended December 31, 20202021 the Company received $115,000 of borrowed funds,$2,149,750, comprised of $0$874,750 loans from relatednon-related parties, and $115,000$1,275,000 from non-related parties. In addition, during the year ended December 31, 2020,sale of common and preferred stock in private transactions. From January 1, 2022 through the date of this Annual Report, the Company issuedobtained additional short-term debt financing aggregating $1,198,750.

Summary of Significant Accounting Policies

See Note 2 to the following sharesConsolidated Financial Statements included in Item 8 of common stock: 0 shares for cash proceeds, 2,936,347,316 shares for reduction and settlement of third-party debt and no shares for services.this Annual Report.

Delinquent Loans

At December 31. 2020 the Company is delinquent in its payments on loans owing to 3 different lenders in the aggregate amount of $226,186 excluding potential penalties. The Company is in discussions with such lenders to extend the maturity dates or to convert all or part into the company’s common stock.

Off-balance Sheet Arrangements

None.

Recent Accounting Pronouncements

We have adopted all applicable recently issued accounting pronouncements. The adoption of the accounting pronouncements did not have a material effect on our operations.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Not required under Regulation S-K for “smaller reporting companies.”

Item 8. Financial Statements and Supplementary Data.

Our audited consolidated financial statements are set forth in this Annual Report beginning on page F-1.below1.

FOMO CORP. and Subsidiaries

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Boyle CPA, LLC

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and

Board of Directors and
Stockholders of FOMO CORP and Subsidiaries.Corp.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheetssheet of FOMO CORP and Subsidiaries.Corp (the “Company”)Company) as of December 31, 20202021 and 2019, the related consolidated statements of operations, stockholders’ deficit and cash flows for eachthe year ended December 31, 2021, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the two yearsCompany as of December 31, 2021 and the results of its operations and its cash flows for the year ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Explanatory Paragraph- Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has suffered recurring losses for the year ended December 31, 2021. The Company had a net loss of $12,582,500, accumulated deficit of $20,245,145, net cash used in operating activities of $885,503 and had negative working capital of $1,075,690. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters to be communicated, are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

Valuation and impairment of intangible assets

Description of the Matter

During the year ended December 31, 2021, the Company recorded intangible assets including goodwill, trade name and website from two acquisitions which occurred during the year. The fair values recorded were based on independent valuations obtained by the Company. As discussed in Note 2 to the consolidated financial statements, intangible assets including goodwill are tested for impairment on an annual basis, or more frequently if the Company believes indicators of impairment exist. The Company measured the fair value of these intangible assets based on projected cash flows and combined with other qualitative factors the Company determined the intangible assets to be fully impaired as of December 31, 2021.

Auditing the Company’s annual impairment test related to these intangible assets was complex due to the estimation uncertainty in determining their fair values. The significant assumptions used to estimate the fair value of these intangible assets included forecasted sales and discount rates. These assumptions are forward-looking which can vary significantly and depend on market forces and events outside of the Company’s control.

How We Addressed the Matter in Our Audit

To test the estimated fair value of these intangible assets, our audit procedures included, among others, evaluating the valuation methodology used, the significant assumptions discussed above, and the underlying data used by the Company. Such data includes historical sales and projections. We reviewed the assumptions and data provided by management and concluded that the impairment recorded was reasonable.

Boyle CPA, LLC

Certified Public Accountants & Consultants

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and

Board of Directors of FOMO CORP.

Opinion on the Financial Statements

We have audited the accompanying balance sheets of FOMO CORP. (the “Company”) as of December 31, 2020, the related consolidated statements of operations, stockholders’ deficit, and cash flows for the year ended December 31, 2020, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and 2019, and the results of its operations and its cash flows for each of the two years in the periodyear ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

Substantial Doubt About the Company’s Ability to Continue as a Going Concern

As discussed in Note 3 to the financial statements, the Company’s cumulative net losses, recurring operating losses and working capital deficiency raise substantial doubt about its ability to continue as a going concern for a period of one year from the issuance of the financial statements. Management’s plans are also described in Note 3. The financial statements do not include adjustments that might result from the outcome of this uncertainty.

Basis of Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Accounting for Debt and equity transactions

As described in Notes 6, 9 and 10 to the consolidated financial statements, the Company had various debt and equity transactions that required accounting considerations and significant estimates.

The Company acquired 100% of the member interests of Purge Virus, LLC for consideration of 2,000,000 Series B Preferred Shares. The Series B Preferred Shares are convertible into 1,000 shares of common stock. The Company valued the acquisition at $800,000, or the fair value of the Series B Preferred Stock if converted to common stock. As a result of the acquisition, the Company recognized intangible assets of $225,000 and Goodwill of $596,906. The intangible assets are being amortized over their useful lives, ranging from 3 to 10 years.

The Company determined that variable conversion features issued in connection with certain financings required derivative liability classification. These variable conversion features were initially measured at fair value and subsequently have been remeasured to fair value at each reporting period. The Company determined the fair value of the embedded derivatives using the Black-Scholes-Merton option pricing model. The value of the embedded derivative liabilities related to the convertible debentures was $834,230 at December 31, 2020.

The Company issued warrants for services. The Company determined the fair value of the embedded derivatives using the Black-Scholes-Merton option pricing model and recognized the expense over the requisite service period. The value of the warrants was $862,160 for the year ended December 31, 2020.

We identified the accounting considerations and related valuations, including the related fair value determinations of the various debt and equity financings and classification of such as a critical audit matter. The principal considerations for our determination were: (1) the accounting consideration in determining the nature of the various features (2) the evaluation of the potential derivatives and potential bifurcation in the instruments, (3) considerations related to the determination of the fair value of the various debt and equity instruments and the conversion features that include valuation models and assumptions utilized by management, and (4) relating to the acquisition of Purge Virus LLC, the allocation of the purchase price. Auditing these elements is especially challenging and requires auditor judgement due to the nature and extent of audit effort required to address these matters, including the extent of specialized skill or knowledge needed.

Our audit procedures related to management’s conclusion on the evaluation and related valuation of freestanding and embedded derivatives, included the following, among others: (1) evaluating the relevant terms and conditions of the various financings, (2) assessing the appropriateness of conclusions reached by the Company with respect to the accounting for the convertible debt, and the assessment and accounting for potential derivatives and (3) independently recomputing the valuations determined by Management.

/s/ Boyle CPA, LLC

We have served as the Company’s auditor since 2019.from 2019 to 2021.

Bayville, NJ

April 6, 2021

FOMO CORP.CORP and Subsidiaries

(Formerly 2050 Motors, Inc.)

Consolidated Balance Sheets

The accompanying notes are an integral part of these financial statements

FOMO CORP.CORP and Subsidiaries

(Formerly 2050 Motors, Inc.)

Consolidated Statement of Operations

The accompanying notes are an integral part of these financial statements

FOMO CORP.CORP and Subsidiaries

(Formerly 2050 Motors, Inc.)

Consolidated Statement of Stockholders’ Deficit