Beyond Commerce, Inc., formerly known as BOOMj, Inc. (the “Company”, “we” and “we”“our”), ishas a multi-facetedplanned business serving as a media hub for high traffic web properties,objective to develop, acquire, and deploy disruptive strategic software technology and market-changing business models through selling our own products and the acquisitions of existing companies. The Company currently owns and operates synergistic technology,a data company and is actively seeking acquisition opportunities in Ad Networking,high growth sectors such as psychedelics, cryptocurrency, ESports and E-Commerce.  Our initial business was BOOMj.com, Inc. a niche portal and social networking site for Baby Boomers and Generation Jones.This migrated into our E-Commerce platform known as i-SUPPLY, an online storefront that offered easy to use, fully customizable E-commerce services, and revenue solutions for any third party Web site large or small, and hosted local ads, providing extensive reach for our proprietary advertising partner network platform.

The condensed consolidated financial statements and the notes thereto for the periodsthree months ended September 30, 2010March 31, 2023 and 20092022 included herein have been prepared by managementinclude the accounts of the Company, its wholly-owned subsidiary Service 800 Inc., and are unaudited. SuchCustomer Centered Strategies, LLC (“CCS”), which the Company has an 80% investment interest.

The condensed consolidated financial statements reflect, in the opinion of management, all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated and in order to make the financial statements not misleading. All such adjustments are of a normal recurring nature except for those pertaining to the divestiture described in Note 15, the acquisition described in Note 16 and related to the derivatives in Note 7 and 8. These interim results are not necessarily indicative of the results for any subsequent period or for the fiscal year ending December 31, 2010.

NOTE 2. SELECTED ACCOUNTING POLICIES

Interim Financial Statements

These unaudited condensed consolidated financial statements as of and for the three (3) months ended March 31, 2023 and 2022, respectively, reflect all adjustments including normal recurring adjustments, which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows for the periods presented in accordance with the accounting principles generally accepted in the United States of America.

These interim unaudited condensed consolidated financial statements should be read in conjunction with the auditedCompany’s consolidated financial statements and the notes thereto for the fiscal yearyears ended December 31, 20092022 and 2021, respectively, which are included in the Company’s December 31, 2022 Annual Report on Form 10-K filed with the SECUnited States Securities and Exchange Commission on April 21, 2010.

Use of Estimates

The preparation of consolidated financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the line item “Loss from equity method investee” in the consolidated statementsreported amounts of operations. Any excess of the carrying value of the investment over the underlying net equity of the investee is evaluated each reporting period for impairment.

Estimates are not expected to have an impact on the consolidated financial results as this guidance only relates to additional disclosures.

Management considers all of its derivative liabilities to be Level 3 liabilities.  There were no movements between levels during 2010

Revenue Recognition

The Company recognizes revenue in accordance with FASB ASC Subtopic 606-10, Revenue Recognition. We recognize revenue as we transfer control of deliverables (products, solutions and services) to our customers in an amount reflecting the consideration to which we expect to be entitled. To recognize revenue, we apply the following five step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. We account for a contract based on the terms and conditions the parties agree to, the contract has commercial substance and collectability of consideration is probable. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience.

The majority of the Company’s revenue is generated by the completion of a survey. Revenue is recognized and customers are billed at the point in time a survey occurs or 2009.  At September 30, 2010when a related service is complete. The Company may require a deposit from new customers for set up costs or as down payments. These amounts are not significant to the financial statements.

Valuation of Derivative Instruments

ASC 815 “Derivatives and December 31, 2009Hedging” requires that embedded derivative instruments be bifurcated and assessed, along with free-standing derivative instruments such as warrants, on their issuance date and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company had outstandinguses the Black-Scholes option pricing formula. Upon conversion of a note where the embedded conversion option has been bifurcated and accounted for as a derivative liabilities,liability, the Company records the shares at fair value, relieves all related notes, derivatives and debt discounts, and recognizes a net gain or loss on debt extinguishment.

Management used the following inputs to value the Derivative Liabilities for the three months ended March 31, 2023:

Recent Accounting Pronouncements

Recent accounting pronouncements issued by the FASB, including those from related partiesits Emerging Issues Task Force, the American Institute of $2,150,867and $2,606,105

The Company will continue to monitor these emerging issues to assess any potential future impact on its internet website.   Revenue for this subsidiary is recorded pursuant to FASB Topic 605 Revenue Recognition, when persuasive evidence of arrangement exists, delivery of services has occurred, the fee is fixed or determinable and collectability is reasonably assured.

The Company has suffered losses from operations and has a working capital deficit, and negative cash flows from operations which raise substantial doubt about its ability to continue as a going concern. As of March 31, 2023, the accumulated deficit was $70,432,902 and the negative working capital was $5,772,358. Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations in the next twelve months. Management has devoted a significant amount of time in attempting to raise capital from additional debt and equity financing. Due to its limitednominal revenues, the Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating revenue.revenue, including through the acquisition of Service 800 and CCS or through a merger transaction with a well-capitalized entity. There are no assurances the Company will receive the necessary funding or generate revenue necessary to fund operations. If we are unable to obtain additional funds, or if the funds cannot be obtained on terms favorable to us, we will be required to delay, scale back or eliminate our plans to continue to develop and expand our operations or in the extreme situation, cease operations altogether.

On November 27, 2018, the Company received funding in conjunction with a convertible promissory note and equipmenta security purchase agreement dated November 27, 2018, in the amount of $250,000. The lender was Auctus Fund LLC. The notes have a maturity of August 27, 2019 and interest rate of 12% per annum and are convertible at September 30, 2010a price of 60% of the lowest trading price on the primary trading market on which the Company’s Common Stock is then listed for the twenty-five (25) trading days immediately prior to conversion. Additionally, if the stock price falls below par value, additional shares will be issued at the lower conversion rate so that stocks continue to be issued at par value. The note may be prepaid but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. The Company is currently negotiating an extension with the noteholder as it is currently past due. As a result of a default provision, the interest rate has increased to 24% and additional principal was added in the amount of $15,000. As of March 31, 2023, the outstanding balance with accrued interest was $178,812.

On December 31, 2019, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with TCA Special Situations Credit Strategies ICAV, an Irish collective asset vehicle (the “Buyer” or “TCA ICAV”), and TCA Beyond Commerce, LLC, a Wyoming limited liability company (“TCA Beyond Commerce”), pursuant to which the Buyer purchased from the Company a senior secured redeemable debenture having an initial principal amount of $900,000 and an interest rate of 16% per annum (the “Initial Debenture”).

The Initial Debenture, and any future debentures that may be purchased by Buyer pursuant to the Securities Purchase Agreement (the “Additional Debentures”), is secured through an unconditional and continuing security interest in all of the assets and properties, including after acquired assets, of the Company and each of its subsidiaries, which are acting as guarantors with respect to the Company’s obligations under the Initial Debenture and any Additional Debentures, pursuant to that certain Security Agreement, dated December 31, 2019, entered into by the Company and TCA Beyond Commerce in favor of the Buyer (the “Security Agreement”). The maturity date on this security is December 31, 2021. During the year ended December 31, 2020 the Company paid $73,453 to reduce the loan balance. The balance of the loan payable on the Company’s books as of March 31, 2023 and December 31, 2009 consisted2022 was $826,547.

In May 2020, the SEC appointed a Receiver to close down the TCA Global Master Fund, L.P. over allegations of accounting fraud. The amount recorded by the Company as being owed to TCA was based on TCA’s application of prior payments made by the Company. On April 13, 2023, the Company received a Notice of Default and Demand for Payment for $933,687. The Company believes that prior payments of principal and interest may have been applied to unenforceable investment banking and other fees and charges. It is the Company’s position that the amount owed to TCA is less than the amount set forth above.  Our attorney has contacted counsel for TCA to discuss prompt settlement of this matter.

Effective February 28, 2019 as a component of the following unaudited:

As a component of the Service 800 transaction, in lieu of the entire cash payment of $2,100,000 being made to Ms. Bredeson, a $210,000 amount was to be withheld until May 30, 2019 and continues to be outstanding. This note does not carry any interest obligations. Also, as all cash and accounts receivables at September 30, 2010the effective date of the closing were to be retained by Ms. Bredeson, this allocation of cash is to be distributed quarterly on a non interest basis as true-ups are derived, which amounted to $1,409,169 as of March 31, 2023 and December 31, 2009 consisted2022. Although holdbacks did not initially include interest obligations, we agreed to begin accruing interest at 15% in October 2019. The amount of accrued interest relating to the following unaudited:

On July 19, 2021, the Company issued a convertible promissory notesnote (the “Note”) in favor of Geordan G. Pursglove, the Company’s Chairman and Chief Executive Officer, in the principal amount of $1,500,000, in satisfaction of Mr. Pursglove’s accrued salary owing of $1,239,800 and recognized a $260,200 loss on extinguishment of debt. The Note accrues interest at 2% per annum, with the principal and interest payments due in twelve equal monthly installments. At the holder’s election, the Note is convertible into shares of the CompanyCompany’s common stock, at a price per share equal to 100% of the average closing price of the Company’s common stock for the five trading days immediately preceding the date of such conversion rate(the “Conversion Price”). The cash maturity date is July 19, 2022. There was a conversion of $0.10 per share.  Total principal converted was $150,000 which was converted into 1,500,000during the first quarter of 2022, and the Company issued 375,000,000 shares of common stock at the quoted stock price at the date of conversion of $0.0004 per shares. The amount of accrued interest payable on the $1,350,000 note payable was $47,035 as of March 31, 2023.

On April 1, 2022, the Company common stock.  Total accrued interest was $42,100entered into a promissory note (the “Note”) in favor of Discover Growth Fund, LLC (the “Discover”), in the aggregate principal amount of $1,200,000 for which the Company received $1,000,000 in cash, reflecting an original issuance discount of 20%, with repayment to be made not later than April 1, 2023. Pursuant to the Note, at any time and was converted into 420,979 sharesfrom time to time Discover may, in its sole discretion, subject to certain ownership limitations, convert all or any portion of the Company common stock.Inthen outstanding balance of the third quarter of 2010, two of our note holders converted principal and interest of their convertible promissory notesNote into shares of the Company common stock at a conversion rate of $0.10 per share.  Total principal converted was $150,000, which was converted into 1,500,000 shares of the Company common stock. One of our note holders converted principal and interest of their convertible promissory notes into shares of the Company common stock at a conversion rateprice per share equal to the closing bid price on March 31, 2022 of $0.20 per share.  Total principal converted was $800,000, which was converted into 4,000,000 shares$ 0.0003. The Company recorded a debt discount of the Company common stock. Total accrued interest$200,000 for the three shareholdersoriginal issue discount amortizable over the succeeding twelve months in accordance with ASC 835-30-45. Accrued interest payable as of March 31, 2023 was $100,422 and was converted into 717,500 shares of the Company common stock.

As of September 30, 2010March 31, 2023, our authorized capital stock consisted of 200,000,00030,000,000,000 shares of common stock, par value $.001$0.001 per share of which wehad 84,131,812 issued and outstanding shares of common stock. share.

The Company issued 25,338,501sharesdid not issue any shares of common stock during the ninemonth periodthree months ended September 30, 2010.

There were 16,400,026,956 shares of common stock issued and outstanding as of March 31, 2023 and December 31, 2022.

During the three months ended March 31, 2022, the Company issued 375,000,000 shares valued at $150,000 at a price per share of $ 0.0004 for the conversion of certain debt and accrued interest into shares of our stock and extinguishment of debt. Additionally, the Company issued 1,542,420,000 shares valued at $1,542,420 at a price per share of $ 0.001 for the conversion of Series C Preferred Stock and issued 133,902,874 shares valued at $53,561 at a price per share of $ 0.0004 as part of the Company’s employment agreement with the Chief Financial Officer.

Holders of common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders, including the election of directors. Except as otherwise required by law, the holders of our common stock possess all voting power. Generally, all matters to be voted on by stockholders must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast by all shares of our common stock that are present in person or represented by proxy. A vote by the holders of a majority of our outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to our Articles of Incorporation. Our Articles of Incorporation do not provide for cumulative voting in the election of directors.

Preferred Stock

As of March 31, 2023, the Company issued 700,000is authorized to issue up to 60,000,400 shares of the Company’s unrestricted commonpreferred stock, valued at $21,000 for professional services received.

We have designated 250 shares of the Company's unrestricted common stock valued at $ 480,000 for consultingSeries A Convertible Preferred Stock, par value of $0.001 per share (the “Series A Preferred Stock”). As of March 31, 2023 and investment bankingservices in connection with various mergerDecember 31, 2022 and acquisition strategies

The Series A Preferred Stock will, with respect to each holder of the Series A Preferred Stock, be entitled to three million (3,000,000) votes for each share of Series A Preferred Stock standing in his, her or its name on the books of the corporation. Each share of Series A Preferred Stock is convertible, at the option of the holder, into one million shares of Common Stock. The Series A Preferred Stock is entitled, in the event of any voluntary liquidation, dissolution or winding up of the Corporation, to receive payment or distribution of a preferential amount before any payments or distributions are received by any class or series of common stock. Subject to the prior or equal rights of the holders of all classes of stock at the time outstanding having prior or equal rights as to an investor for conversiondividends and ranking ahead of $50,000 note payablethe Common Stock, the holders of the Series A Preferred Stock shall be entitled to therefore receive, when and accrued interest.

We have designated 51 shares of unrestrictedSeries B Convertible Preferred Stock, par value of $0.001 per share (the “Series B Preferred Stock”). One (1) share of the Series B Preferred Stock shall have voting rights equal to (x) 0.019607 multiplied by the total number of votes of the issued and outstanding shares of common stockCommon Stock and other Preferred Stock eligible to vote at the time of the respective vote (the “Numerator”), divided by (y) 0.49, minus (z) the Numerator. For the avoidance of doubt, if the total number of votes of the issued and outstanding shares of Common Stock and other Preferred Stock eligible to vote at the time of the respective vote is 5,000,000, the voting rights of one share of the Series B Preferred Stock shall be equal to 102,036 (e.g., ((0.019607 x 5,000,000) / 0.49) – (0.019607 x 5,000,000) = 102,036).

With respect to all matters upon which stockholders and debtare entitled to vote or to which stockholders are entitled to give consent, the holders of Adjuice, Inc. which the Company acquired.

As of March 31, 2023 and December 31, 2022, there were 51 shares of unrestrictedSeries B Preferred Stock issued and outstanding.

We have designated 50,000,000 shares of common stockSeries C Convertible Preferred Stock, par value of $0.001 per share (the “Series C Preferred Stock”).

The Series C Preferred Stock will, with respect to an investor for conversiondividend rights and rights upon liquidation, winding-up or dissolution, rank: (a) pari passu with the Corporation’s Common Stock, $0.001 par value per share (“Common Stock”); (b) junior to all other series of $50,000 note payablePreferred Stock, as such may be designated as of the date of this Designation, or which may be designated by the Corporation after the date of this Designation (the “Other Preferred”), and accrued interest.

Holders of the Series C Preferred Stock shall vote on all matters requiring a vote of the shareholders of the Corporation, together with the holders of shares of unrestricted sharesCommon Stock and other classes of common stockPreferred Stock entitled to an investor for conversionvote, as a single class. Subject to the applicable beneficial ownership limitation, each Holder shall be entitled to the whole number of $50,000 note payable and accrued interest.

During the first quarter of 2022, 154,242 shares issuable under the 2008 Equity Incentive Plan by 10,000,000of Series C Convertible Preferred Stock were converted to a total of 17,000,000 shares.  On July 24, 2009 the Plan was submitted to, and approved by our stockholders at the 2009 Annual Meeting of stockholders.  Under the 2008 Equity Incentive Plan, we are currently authorized to grant options, restricted stock and stock appreciation rights to purchase up to 17,000,0001,542,420,000 shares of common stockstock.

At March 31, 2023 and December 31, 2022 there were 608,585 shares of Series C Convertible Preferred Stock issued and outstanding.

NOTE 7. COMMITMENTS AND CONTINGENCIES

Legal Matters

A complaint against the Company, dated February 5, 2020, has been filed in Hennepin County, Minnesota, by Jean Mork Bredeson, the former President and former owner of Service 800, making certain claims related to ourthe Company’s acquisition of Service 800, seeking in excess of $1.6 million in damages. On March 16, 2020, the Company and Service 800 filed an answer, counterclaim and third-party claim against Ms. Bredeson and defendants Allen Bredeson and Jeff Schwedinger, former employees officers, directors, consultantsof Service 800. Answers and advisors.  AwardsAffirmative and Additional Defenses to Third Party Claims were filed by Ms. Bredeson on April 7, 2020 and by Mr. Schwedinger on April 9, 2020 and, on April 24, 2020, Ms. Bredeson filed a Motion to Dismiss. The Court denied in full Ms. Bredeson’s motion to dismiss or for a more definite statement. Subsequently, using a wholly owned entity she controls, Ms. Bredeson filed another matter, captioned Green Valley Associates Inc. vs Service 800 Inc., 27-CV-20-13800. Although Ms. Bredeson is seeking to have the matters handled by separate judges, the Company sought consolidation of the two matters before Judge Klein, the judge who denied Ms. Bredeson’s motion to dismiss, but the consolidation was denied. Discovery has closed in both cases. Trial commenced on October 3, 2022. After a week of trial, a technical mistrial occurred based on the Court falling under the plan may consistminimum number of stock options (both non- qualified optionsjurors required to maintain the trial. As a result, the trial is now scheduled for August 2023 with Mediation scheduled for June of 2023. 

 The Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards No. 5, states that a firm must distinguish between losses that are probable, reasonably probable or remote. If a contingent liability is deemed probable, it must be directly reported in the financial statements. In July 2010, the FASB issued ASC 450-20 that updated the Standard and options intendeduses “probable,” “reasonably possible,” and “remote” to qualify as “Incentive Stock Options” under Section 422determine the likelihood of the Internal Revenue Codefuture event that will confirm a loss, an impairment of 1986,an asset, or the incurrence of a liability.

Accrual of a loss contingency is required when (1) it is probable that a loss has been incurred at the date of the financial statements and (2) the amount can be reasonably estimated. No accrual has been made in the above matter as amended), restricted stock awardsthe determination is that a loss is not probable as of March 31, 2023 nor can a loss be reasonably estimated.

In addition to the above, from time to time, we may be involved in litigation in the ordinary course of business. Other than as set forth above, we are not currently involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations.

Operating Lease

We currently lease virtual office space at 3773 Howard Hughes Parkway, Suite: 500 Las Vegas, NV 89169. We pay an annual fee of $120 for this lease. There is also a location in Minnesota for Service 800, Inc. On February 20, 2020 the company moved Service 800, Inc. to 110 Cheshire Lane, Minnetonka Minnesota 55305. Service 800 leases 3,210 square feet of office space under an operating lease agreement with Carlson Center East LLC. The lease, which expires June 30, 2023, requires base monthly rents of $4,160, plus operating expenses.

The public entity guidance in ASU 2016-02, Leases (Topic 842) requires lessees to recognize substantially all leases on their balance sheets as lease liabilities with a corresponding right-of-use asset. Our accounting policy is to keep leases with an initial term of 12 months or less off of the balance sheet.

The Company leases office space under an operating lease. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and stock appreciation rights.