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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ 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 the definitions of “large accelerated filer,” “accelerated filer” and “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 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. ☐

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

State the number of shares of the issuer’s common stock outstanding, as of the latest practicable date: ~~14,585,000~~16,385,000 shares of common stock are issued and outstanding as of May ~~19, 2020.~~20, 2021.

~~Reliant Holdings, Inc. (the “Company”) was formed as a Nevada corporation on May 19, 2014. On May 23, 2014, Reliant Holdings, Inc., along with Reliant Pools, Inc., formerly Reliant Pools, G.P., which was formed in September 2013 (“Reliant Pools~~”) and the shareholders of Reliant Pools, entered into an Agreement for the Exchange of common stock whereby Reliant Pools, Inc. became a wholly-owned subsidiary of Reliant Holdings, Inc. Reliant Holdings, Inc. designs, and installs swimming pools. On October 10, 2018, the Company incorporated a new wholly-owned subsidiary in Texas, Reliant Custom Homes, Inc. During the third quarter of 2019 the Company purchased land on which it intends to construct a custom home. The Company is headquartered in Austin, Texas.

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

~~The consolidated financial statements and related disclosures as of March 31, 2020 are unaudited, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC~~”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to such rules and regulations. In our opinion, these unaudited financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for the fair statement of the results for the interim periods. These unaudited financial statements should be read in conjunction with the audited financial statements of the Company for the years ended December 31, 2019 and 2018 included in our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 30, 2020. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the full year.

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income taxes and liabilities are determined based on the difference between financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. The Company had a net deferred tax asset related to federal net operating loss carryforwards as of March 31, 2020. The federal net operating loss carryforward will begin to expire in 2040. Realization of the deferred tax asset is dependent, in part, on generating sufficient taxable income prior to expiration of the loss carryforwards. The Company has placed a 100% valuation allowance against the net deferred tax asset because future realization of these assets is not assured.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered losses as a result of the lawsuit accrual disclosed below. Due to these conditions, it raised substantial doubt about its ability to continue as a going concern. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans and cash from operations. The financial statements do not include any adjustments that may result should the Company be unable to continue as a going concern.

~~The Company recognized bad debt expense of $0 during the three months ended March 31, 2020 and 2019.~~

~~The net asset (liability) position for contracts in process consisted of the following:~~

~~The net asset (liability) position for contracts in process is included in the accompanying consolidated balance sheets as follows:~~

~~The Company had gross revenue of $492,307 and $359,213 for the three months ended March 31, 2020 and 2019, respectively.~~

The Company had four customers representing more than 10% of gross revenue, and combined 84% of revenue for the three months ended March 31, 2020. The Company had four customers representing more than 10% of gross revenue, and combined 89% of revenue for the three months ended March 31, 2019.

From January 2016 to September 2016, the Company sold 885,000 shares of restricted common stock for $44,250, or $0.05 per share in a private offering pursuant to a private placement memorandum. Purchasers in the offering included Lilia Chavez, the mother of Michael Chavez, the Company’s then President and then sole director (10,000 shares for $500), Alexander Spohn, the adult son of Becky Spohn, the Company’s then Controller (5,000 shares for $250), and Phyllis Laws, the mother of Becky Spohn, the Company’s then Controller (5,000 shares for $250).

In September 2016, the Company discovered that the investors in the January 2016 to September 2016 offering may not have been provided all of the information and materials (including current audited financial statements), as is required under the Securities Act in order to claim an exemption from registration pursuant to Rule 506 of the Securities Act. The Company believes that all such transactions still complied with, and were exempt from registration under Section 4(a)(2) of the Securities Act because the recipients acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof; the securities were offered without any general solicitation by the Company or the Company’s representatives; no underwriters or agents were involved in the foregoing issuances and the Company paid no underwriting discounts or commissions; the securities sold are subject to transfer restrictions, and the certificates evidencing the securities (or book entry issuances) contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom; and the securities were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws.

Nevertheless, based on the above, the Company offered the January 2016 to September 2016 purchasers of the Company’s common stock the right to rescind their previous common stock acquisitions and receive, in exchange for any shares relinquished to the Company, a payment equal to their original purchase price plus interest at the applicable statutory rate in the state in which they reside. The rescission offer expired at 5:00 pm (CST) on October 26, 2016. None of the prior purchasers opted to rescind their prior purchases in connection with the rescission offer.

During the first quarter of fiscal 2017, the Company learned that Michael Chavez, the former President and former sole director, was barred from association with any FINRA member in any capability. Mr. Chavez similarly became aware of the FINRA bar at the same time. Pursuant to Rule 506(d), Rule 506 of the Securities Act, is not available for a sale of securities if among other persons, any director or executive officer of an issuer has been subject to certain disqualifying events after September 23, 2013, including suspension or expulsion from membership in a self-regulatory organization (SRO), such as FINRA. However, in the event the disqualifying event occurred prior to September 23, 2013, the issuer is not prohibited from relying on Rule 506, provided that pursuant to Rule 506(e) of the Securities Act, an issuer is required to furnish to each purchaser, a reasonable time prior to sale, a description in writing of any matters that would have triggered disqualification under Rule 506(d)(1), but occurred before September 23, 2013.

As Mr. Chavez’s FINRA bar constituted a disqualifying event under Rule 506(d), the Company was required to furnish to each purchaser of shares of the Company, a reasonable time prior to sale, a description in writing of such event. The Company did not do that, because as described above, the Company and Mr. Chavez only became aware of the FINRA bar after the close of the offering. Notwithstanding the fact that the Company was not aware of Mr. Chavez’s FINRA bar, the Company determined that the failure to provide such information may prohibit the Company from relying on a Rule 506 exemption for the prior issuances and sales of shares. The Company believes that all such transactions still complied with, and were exempt from registration under Section 4(a)(2) of the Securities Act, because the recipients acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof; the securities were offered without any general solicitation by us or the Company’s representatives; no underwriters or agents were involved in the foregoing issuances and the Company paid no underwriting discounts or commissions, the securities sold/issued were subject to transfer restrictions, and the certificates evidencing the securities (or book entry issuances) contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom; and the securities were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws.

Nevertheless, management determined that the Company would offer rescission to all of its stockholders in April 2017. In connection therewith, in April 2017, the Company offered every stockholder of the Company’s common stock the right to rescind their previous purchases and acquisitions and to receive, in exchange for any shares relinquished to us, a payment equal to their original purchase price or consideration provided, plus interest at the applicable statutory rate in the state in which they reside. The rescission offer expired at 5:00 pm (CST) on April 29, 2017. None of the Company’s stockholders opted to rescind their prior purchase/acquisitions in connection with the rescission offer.

The federal securities laws and certain state securities laws do not expressly provide that a rescission offer will terminate a purchaser’s right to rescind a sale of securities that was not registered under the relevant securities laws as required. Accordingly, the Company may continue to be potentially liable under certain securities laws for the offer and sale of the shares sold and issued between May 2014 and September 2016, totaling $57,950 of securities in aggregate, along with statutory interest on such shares, even after the Company completed the rescission offers.

This amount is recorded in equity in the accompanying March 31, 2020 and December 31, 2019 balance sheets. This will be evaluated at each reporting period for reclassification to a liability if a rescission request is made.

Effective on November 3, 2017, Michael Chavez, the Company’s former sole director, Chief Executive Officer and President of the Company, entered into a Voting Agreement with Elijah May, the Company’s then Chief Operating Officer (COO), and current sole director, Chief Executive Officer and President as well as the Company’s COO (the “~~Voting Agreement”), resulting in a change in control of the Company.~~

Pursuant to the Voting Agreement, Mr. Chavez provided complete authority to Mr. May to vote the 4,000,000 shares of common stock which Mr. Chavez then held (and any other securities of the Company obtained by Mr. Chavez in the future) at any and all meetings of stockholders of the Company and via any written consents. Those 4,000,000 shares represented 27.4% of the Company’s common stock as of the parties’ entry into the Voting Agreement and together with the 4,500,000 shares held by Mr. May prior to the parties’ entry into the Voting Agreement, constituted 58.3% of the Company’s total outstanding shares of common stock. The Voting Agreement has a term of ten years, through November 3, 2027, but can be terminated at any time by Mr. May and terminates automatically upon the death of Mr. May. In connection with his entry into the Voting Agreement, Mr. Chavez provided Mr. May an irrevocable voting proxy to vote the shares covered by the Voting Agreement. Additionally, during the term of such agreement, Mr. Chavez agreed not to transfer the shares covered by the Voting Agreement except pursuant to certain limited exceptions. Due to the Voting Agreement, Mr. May holds voting control over the Company due to his ability to vote 58.3% of the Company’s total outstanding shares of voting stock.

Effective on November 3, 2017, the Board of Directors of the Company and the Board of Directors of Reliant Pools Inc., the Company’s wholly-owned subsidiary, each then consisting solely of Mr. Chavez, increased the number of members of the Board of Directors of each company from one to two and appointed Mr. May as a member of the Board of Directors of each company to fill the vacancy created by such vacancy.

The Company leases approximately 1,000 square feet of office space in Austin, Texas. The lease was to expire in September 2017 with a monthly rent of $1,695. On September 5, 2017 and effective on September 30, 2017, the Company extended its office space lease from October 1, 2017 to September 30, 2018. In connection with the extension, the Company agreed to a rental increase to $1,745 per month. On October 15, 2018, the Company extended the office space lease from October 1, 2018 through September 30, 2019 for a rental rate of $1,795 per month. On August 30, 2019, and effective on September 30, 2019, the Company extended the office space lease again, from October 1, 2019, through September 30, 2020, for a rental rate of $1,845 per month.

~~Lease expense was $5,865 and $5,715 for the three months ended March 31, 2020 and 2019, respectively.~~

On October 19, 2018, a former client, Paul T. Denucci filed an Original Petition naming the Company, Elijah May, our sole officer and director and Michael Chavez, our prior Chief Executive Officer and former sole director, as defendants. The Original Petition was originally filed in Williamson County, Texas, provided the proceeding was subsequently moved to the County Court of Travis County, Texas (County Court 2 – Cause No. C-1-CV-18-011465). The Original Petition alleged breach of contract and alleged defects in the pool which the Company built on Mr. Denucci’s behalf. The Original Petition sought damages in an amount sufficient to allow Mr. Denucci to repair the alleged defects in the pool. We denied all of Mr. Denucci’s claims and filed various responses and proceedings with the court in connection therewith. A bench trial in the matter was held in January 2020. On May 7, 2020, the trial judge ruled in favor of Mr. Denucci, the former client. The final judgment entered by the trial judge awarded Mr. Denucci actual damages in the amount of $177,053; prejudgment interest actual damages at the rate of 5% per annum from April 28, 2019 to May 7, 2020 (approximately $8,900); reasonable and necessary attorney’s fees in the amount of $85,291; court costs; and post-judgment interest at the rate of 5% per annum until all amounts are paid in full. The Company has thirty days from the date of the judgment to file a motion for a new trial. The Company is currently considering its next steps in connection with the matter.

During the quarter ended March 31, 2020, the Company accrued $371,000 as an estimate related to the above pending lawsuits. The associated expense is included in general and administrative expense and includes attorney’s fees awarded by the court (in connection with the Denucci lawsuit).

On April 28, 2020, the Company secured a construction loan to be used to develop the land purchased in the third quarter of 2019. The loan is for $221,000, bears interest at the rate of 6.25% and is repayable one year after issuance.

On May 7, 2020, the Company received $51,113 of proceeds from the Small Business Administration’s Paycheck Protection Program. The funds will be subject to repayment over two years and will bear interest at the rate of 1% per annum if not forgiven in accordance with the program.

This Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, ~~and~~ Section 21E of the Securities Exchange Act of 1934, as ~~amended.~~amended and Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements are not a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information expressed or implied by the forward-looking statements in this Report. These factors include:

You should read the matters described and incorporated by reference in “Risk Factors“ and the other cautionary statements made in this Report, and incorporated by reference herein, as being applicable to all related forward-looking statements wherever they appear in this Report. We cannot assure you that the forward-looking statements in this Report will prove to be accurate and therefore prospective investors are encouraged not to place undue reliance on forward-looking statements. Other than as required by law, we undertake no obligation to update or revise these forward-looking statements, even though our situation may change in the future.

The accompanying notes are an integral part of these consolidated financial statements.

Reliant Holdings, Inc. (the “Company”) was formed as a Nevada corporation on May 19, 2014. On May 23, 2014, Reliant Holdings, Inc., along with Reliant Pools, Inc., formerly Reliant Pools, G.P., which was formed in September 2013 (“Reliant Pools”) and the shareholders of Reliant Pools, entered into an Agreement for the Exchange of common stock whereby Reliant Pools, Inc. became a wholly-owned subsidiary of Reliant Holdings, Inc. Reliant Holdings, Inc. designs, and installs swimming pools. On October 10, 2018, the Company incorporated a new wholly-owned subsidiary in Texas, Reliant Custom Homes, Inc. During the third quarter of 2019, the Company purchased land on which it intends to construct a custom home. The Company is headquartered in Austin, Texas.

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

The consolidated financial statements and related disclosures as of March 31, 2021 are unaudited, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to such rules and regulations. In our opinion, these unaudited financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for the fair statement of the results for the interim periods. These unaudited financial statements should be read in conjunction with the audited financial statements of the Company for the years ended December 31, 2020 and 2019 included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 31, 2021. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the full year.

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation.

The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company’s continuation as a going concern is dependent upon its ability to generate revenues to sustain its current level of operations. Management believes in their ability to generate revenues to fund its current level of operation. During the three months ended March 31, 2021, the Company had a net loss and a working capital deficit. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management cannot be certain that such events can be achieved.

Home sale revenues - Home sale revenues and related profit are generally recognized when title to and possession of the home are transferred to the buyer at the home closing date. Our performance obligation to deliver the agreed-upon home is generally satisfied at the home closing date. Home sale contract assets consist of cash from home closings held in escrow for our benefit, typically for less than five days, which are considered deposits in-transit and classified as cash. Contract liabilities, include customer deposit liabilities related to homes sold but not yet delivered to buyers, totaled $0 at March 31, 2021 and December 31, 2020, related to Home and Land revenue. Substantially all of our home sales are scheduled to close and be recorded to revenue within one year from the date of receiving a customer deposit.

Land sale revenues - We periodically elect to sell parcels of land to third parties in the event such assets no longer fit into our strategic operating plans or are zoned for commercial or other development. Land sales are generally outright sales of specified land parcels with cash consideration due on the closing date, which is generally when performance obligations are satisfied.

Inventory is stated at cost unless the carrying value is determined to not be recoverable, in which case the affected inventory is written down to fair value. Cost includes land acquisition, land development, and home construction costs, including interest, real estate taxes, and certain direct and indirect overhead costs related to development and construction. The specific identification method is used to accumulate home construction costs.

We capitalize interest cost into homebuilding inventories. Interest expense is allocated over the period based on the timing of home closings.

Cost of revenues includes the construction cost, average lot cost, estimated warranty costs, and closing costs applicable to the home. Sales commissions are classified within selling, general, and administrative expenses. The construction cost of the home includes amounts paid through the closing date of the home, plus an accrual for costs incurred but not yet paid.

We assess the recoverability of our land inventory in accordance with the provisions of Accounting Standards Codification (“ASC”) Topic 360, “Property, Plant, and Equipment.” We review our home and real estate inventory for indicators of impairment by property during each reporting period. If indicators of impairment are present for a property, generally, an undiscounted cash flow analysis is prepared in order to determine if the carrying value of the assets in that community exceeds the undiscounted cash flows. Generally, if the carrying value of the assets exceeds their estimated undiscounted cash flows, the assets are potentially impaired, requiring a fair value analysis. Our determination of fair value is primarily based on a discounted cash flow model which includes projections and estimates relating to sales prices, construction costs, sales pace, and other factors. However, fair value can be determined through other methods, such as appraisals, contractual purchase offers, and other third-party opinions of value. Changes in these expectations may lead to a change in the outcome of our impairment analysis, and actual results may also differ from our assumptions. For the three months ended March 31, 2021 and 2020, we recorded $0 of impairment charges.

In accordance with accounting guidance now codified as ASC Topic 260, ”Earnings (Loss) per Share,” basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted earnings loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. There were no dilutive shares outstanding during the three months ended March 31, 2021 and 2020.

The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.

A novel strain of coronavirus (“COVID-19”) was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. As a result of the outbreak, many companies have experienced disruptions in their operations, workforce and markets served. While the Company has to date, not suffered any negative effects of COVID-19, the governmental response thereto, or any declines in demand for the Company’s services, the full extent of the COVID-19 outbreak and the ultimate impact on the Company’s operations is uncertain. A prolonged disruption could have a material adverse impact on financial results and business operations of the Company.

The Company recognized no bad debt expense during the three months ended March 31, 2021 and 2020.

The net asset (liability) position for contracts in process consisted of the following:

The net asset (liability) position for contracts in process is included in the accompanying consolidated balance sheets as follows:

The Company had gross revenue of $583,061 and $492,307 for the three months ended March 31, 2021 and 2020, respectively.

The Company had four customers representing more than 10% of gross revenue, and combined 52% of revenue for the three months ended March 31, 2021. The Company had four customers representing more than 10% of gross revenue and combined 84% of revenue for the three months ended March 31, 2020.

On December 4, 2020, the Company entered into an investor relations agreement and issued a total of 200,000 shares of restricted common stock in exchange for a six-month service period. The stock was valued at $34,000 at the date of grant and will be recognized over the service period. During the three months ended March 31, 2021, the Company recognized $17,000 of expense related to these shares.

On January 27, 2021, the Company issued 700,000 shares of restricted common stock to Elijah May, its sole officer and director, 200,000 shares of restricted common stock to Joel Hefner, the Vice President of Reliant Pools, a non-executive officer position, and 700,000 shares of restricted common stock to Michael Chavez, a consultant to the Company, each in consideration for services rendered. The shares were valued at $0.20 per share, the closing price of the Company’s stock on January 27, 2021. During the three months ended March 31, 2021, the Company recognized $320,000 of expense related to these shares.

The Company leases approximately 1,000 square feet of office space in Austin, Texas. The Company extended the office space lease from October 1, 2020 through September 30, 2021 for a rental rate of $1,850 per month. Lease expense was $5,770 and $5,865 for the three months ended March 31, 2021 and 2020, respectively.

On December 21, 2018, a former client, Brian Moats filed an Original Petition naming Reliant Pools as a defendant in a suit filed in the County Court at Law No. 2 for Travis County, Texas (Cause No. C-1-CV-18-012062). The suit alleged that the Company failed to install a French drain under the pool as required by the terms of the contract, alleged causes of action of breach of express warranty and breach of contract and sought damages of between $100,000 and $200,000. We denied Mr. Moats’ claims. In October 2020, Reliant Pools entered into a memorandum setting forth the proposed terms of a settlement with Mr. Moats. The settlement agreement terms, provide for Reliant Pools to pay Mr. Moats an aggregate of $145,000 (with $40,000 paid on October 30, 2020, $25,000 paid on December 4, 2020, and additional tranches of funds due from January 1, 2021 to March 1, 2022); the entry into an agreed judgment (which may be plead by Mr. Moats if we default in any payment); the provision of a security interest over our accounts receivable to secure amounts due to Mr. Moats; a non-suit of the lawsuit and our agreement to honor a prior warranty on Mr. Moats’ pool.

During the three months ended March 31, 2021, the Company paid Mr. Moats $22,500, leaving $57,500 in accrued liabilities related to the above pending lawsuit with Mr. Moats.

On May 7, 2020, the Company received $51,113 of proceeds from the Small Business Administration’s Paycheck Protection Program (“PPP Loan”). The funds will be subject to repayment and a 1% interest rate if not forgiven in accordance with the program. During the year ended December 31, 2020, the Company applied for loan forgiveness under the provisions of Section 1106 of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The forgiveness application was reviewed by both the lending bank and SBA. As of March 31, 2021, the Company had not received a decision from the U.S. Small Business Administration (“SBA”) or lending bank regarding the forgiveness of the loan. On April 27, 2021, the Company was notified that the outstanding principal and accrued interest for the PPP Loan was forgiven in full by the SBA.

You should read the matters described and incorporated by reference in “Risk Factors” and the other cautionary statements made in this Report, and incorporated by reference herein, as being applicable to all related forward-looking statements wherever they appear in this Report. We cannot assure you that the forward-looking statements in this Report will prove to be accurate and therefore prospective investors are encouraged not to place undue reliance on forward-looking statements. Other than as required by law, we undertake no obligation to update or revise these forward-looking statements, even though our situation may change in the future.

This information should be read in conjunction with the interim unaudited financial statements and the notes thereto included in this Quarterly Report on Form 10-Q, and the audited financial statements and notes thereto and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in our Annual Report on Form 10-K for the year ended December 31, ~~2018,~~2020, filed with the Securities and Exchange Commission on ~~April 1, 2019~~March 31, 2021 (the “Annual Report”).

Certain capitalized terms used below and otherwise defined below, have the meanings given to such terms in the footnotes to our consolidated financial statements included above under “Part I - Financial Information” – “Item 1. Financial Statements”.

In this Quarterly Report on Form 10-Q, we may rely on and refer to information regarding the industries in which we operate in general from market research reports, analyst reports and other publicly available information. Although we believe that this information is reliable, we cannot guarantee the accuracy and completeness of this information, and we have not independently verified any of it.

Unless the context requires otherwise, references to the “Company,” “we,” “us,” “our,” “Reliant”, “Reliant Holdings” and “Reliant Holdings, Inc.” refer specifically to Reliant Holdings, Inc. and its consolidated subsidiaries.

In addition, unless the context otherwise requires and for the purposes of this Report only:

We file annual, quarterly, and current reports, proxy statements and other information with the SEC. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC like us at http://www.sec.gov (our filings can be found at https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001682265). Copies of documents filed by us with the SEC are also available from us without charge, upon oral or written request to our Secretary, who can be contacted at the address and telephone number set forth on the cover page of this Report.

~~Our principal executive offices are located at 12343 Hymeadow Drive, Suite 3-A, Austin, Texas 78750, and our telephone number is (512) 407-2623.~~ Our website address is www.reliantholdingsinc.com. The information on, or that may be accessed through, our website is not incorporated by reference into this Report and should not be considered a part of this Report.

Summary of The Information Contained in Management’s Discussion and Analysis of Financial Condition and Results of Operations

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is provided in addition to the accompanying consolidated financial statements and notes to assist readers in understanding our results of operations, financial condition, and cash flows. MD&A is organized as follows:

Our principal executive offices are located at 12343 Hymeadow Drive, Suite 3-A, Austin, Texas 78750, and our telephone number is (512) 407-2623.

On May 23, 2014, we, along with Reliant Pools, Inc. (“Reliant Pools”) and the stockholders of Reliant Pools, entered into an Agreement for the Exchange of Common Stock (the “Exchange Agreement”). Pursuant to the Exchange Agreement, the stockholders of Reliant Pools exchanged 2.1 million shares of common stock, representing 100% of the outstanding common stock of Reliant Pools, for 2.1 million shares of our common stock (the “Exchange”). As a result of the Exchange, Reliant Pools became our wholly-owned subsidiary. The President of Reliant Pools, and its largest stockholder at the time of the Exchange was Michael Chavez, our then President, then Chief Executive Officer and then sole director. The following shares of restricted common stock were issued in connection with the Exchange: 900,000 shares of common stock to Michael Chavez, our then President, then Chief Executive Officer and then sole director; 750,000 shares of common stock to Elijah May, our current Chief Executive Officer and sole director; and 450,000 shares of common stock to Becky Spohn, our former Controller.

Reliant Pools was originally formed as a Texas General Partnership (Reliant Pools, G.P.) in September 2013, and was owned by Mr. Chavez, Mr. May, Ms. Spohn, and a third party, who subsequently was unable to perform the services required for him to vest his interest, which interest was subsequently terminated, leaving Mr. Chavez, Mr. May and Ms. Spohn as the sole owners of Reliant Pools, G.P. In May 2014, Reliant Pools, G.P. was converted from a Texas General Partnership to a Nevada corporation, Reliant Pools, Inc., with the same ownership as described above at the time of the Exchange.

On October 10, 2018, the Company incorporated a new wholly-owned subsidiary in Texas, Reliant Custom Homes, Inc. The Company is exploring opportunities to expand operations in the Austin, Texas area as a custom home builder. To date, the Company has engaged a consultant in connection with custom home builder services, and has purchased land located in Lago Vista, Texas, in the Texas Hill Country, outside of Austin, Texas, on which it intends to construct a custom home which it then plans to sell. Current plans are for the custom home to be approximately 2,300 square feet. In April 2020, the Company obtained a construction loan for $221,000 for the construction costs associated with the build. As of the date of this Report, the Company has cleared the lot where the home will be built and recently received permits, however the Company has not yet drawn any proceeds on the loan, or began construction.

~~The following chart reflects our current organization structure, including our wholly-owned subsidiaries.~~

We, through our wholly-owned subsidiary Reliant Pools (which has been in operation since September 2013), are an award winning, custom, swimming pool construction company located in the greater Austin, Texas market. ~~In the future, we also plan to offer residential swimming pool maintenance services.~~ We assist customers with the design of, and then construct, recreational pools which blend in with the surroundings, geometric pools which complement the home’s architecture and water features (e.g., waterfalls and negative edge pools) which provide the relaxing sounds of moving water. We won four Association of Pool & Spa Professionals (ARSP) Region 3 Design Awards for our designs in 2016 and one award in 2017. Moving forward, we plan on expanding our operations through an accretive business model in which we plan to acquire competitors in both the custom pool construction and pool maintenance/service industries locally, regionally, and nationally, funding permitting.

To date, the majority of our growth has been through referral business. We offer a wide variety of pool projects based upon price and the desires of the client. When our sales personnel meet with a prospective customer, we provide them with an array of projects from the basic pool building to more high-end projects that may include waterfalls, mason work, backyard lighting and in-ground spas to highlight the outdoor living experience.

On October 10, 2018, the Company incorporated a new wholly-owned subsidiary in Texas, Reliant Custom Homes, Inc. The Company is exploring opportunities to expand operations in the Austin, Texas area as a custom home builder. To date, the Company has engaged a consultant in connection with custom home builder services, and has purchased land located in Lago Vista, Texas, in the Texas Hill Country, outside of Austin, Texas, on which it intends to construct a custom home which it then plans to sell. Current plans are for the custom home to be approximately 2,300 square feet. In April 2020, the Company obtained a construction loan for $221,000 for the construction costs associated with the build. As of the date of this Report, the Company has cleared the lot where the home will be built and has recently received permits, however the Company has not yet drawn any proceeds on the loan or began construction.

The construction of our planned custom home is anticipated to be conducted under the supervision of an on-site construction manager. Substantially all of our construction work is planned to be performed by independent subcontractors under contracts that establish a specific scope of work at an agreed-upon price. In addition, we anticipate that our construction field manager will interact with homebuyers throughout the construction process and instruct homebuyers on post-closing home maintenance.

We plan to maintain efficient construction operations and use industry and company-specific construction practices.

Generally, we anticipate the construction materials to be used in our home builder operations will be readily available from numerous sources. However, the cost of certain building materials, especially lumber, steel, concrete, copper, and petroleum-based materials, is influenced by changes in global commodity prices, national tariffs, and other foreign trade factors. Additionally, the ability to consistently source qualified labor at reasonable prices may be challenging and we cannot determine the extent to which necessary building materials and labor will be available at reasonable prices in the future.

We currently anticipate building custom homes on a ~~built-to-order~~build-to-order basis where we do not begin construction of the home until we have a signed contract with a customer. However, we may in the future also build speculative (“spec”) homes, which would allow us to compete with existing homes available in the market, especially for homebuyers that require a home within a short time frame.

We plan to market our custom home services around the end of the third quarter of fiscal 2021.

In December 2019, a novel strain of coronavirus, which causes the infectious disease known as COVID-19, was reported in Wuhan, China. The World Health Organization declared COVID-19 a “Public Health Emergency of International Concern” on January 30, 2020 and a global pandemic on March 11, 2020. In March and April 2020, many U.S. states and local jurisdictions, including Travis, County, Texas, where the Company has its operations, began issuing ‘stay-at-home’ orders, which have mostly expired to date. Notwithstanding such ‘stay-at-home’ and similar orders, the Company has actually seen an increase in demand for new pools during the pandemic. The Company believes that this is because homeowners are spending more time at home and possibly because they have more disposable income due to the unavailability of other entertainment choices and travel requirements. However, the full extent of the impact of COVID-19 on our business and operations currently cannot be estimated and will depend on a number of factors including the scope and duration of the global pandemic. For example, it is possible that the current outbreak or continued spread of COVID-19, will cause a global recession, which will result in a decrease in the demand for our services, or future ‘stay-at-home’ orders will prevent us from engaging new clients or completing pool builds then in progress. Additionally, the Company has had issues with sub-contractors coming down with COVID-19 which has caused construction delays and has further seen delays in permitting caused by COVID-19 issues. Furthermore, there is a risk related to permitting taking longer and risk related to labor and equipment shortages. Notwithstanding the above, the demand for pools remains high in Austin and surrounding areas.

Future impacts of the coronavirus and the government’s response to such virus, including declines in spending of disposable income and potential future recessions, cannot be predicted at this time and may result in negative impacts on our operating results, cash flow and prospects, all of which may cause the value of our securities to decline in value.

Currently we believe that we have sufficient cash on hand and will generate sufficient cash through operations to support our operations for the foreseeable future, however, we will continue to evaluate our business operations based on new information as it becomes available and will make changes that we consider necessary in light of any new developments regarding the pandemic.

The pandemic is developing rapidly and the full extent to which COVID-19 will ultimately impact us depends on future developments, including the duration and spread of the virus, virus mutations, and the number of persons who are willing to get vaccinated, as well as potential seasonality of new outbreaks.

We had a working capital deficit of ~~$199,695~~$180,133 as of March 31, ~~2020.~~2021. With our current cash on hand, expected revenues, and based on our current average monthly expenses, we don’t currently anticipate the need for additional funding in order to continue our operations at their current levels, to pay the costs associated with being a public company, for the next 12 ~~months, and to satisfy an outstanding judgment rendered against us as described herein under “Legal Proceedings”.~~months. We may ~~also~~however require additional funding in the future to expand or complete acquisitions. Our plan for the next twelve months is to continue using the same marketing and management strategies and continue providing a quality product with excellent customer service while also seeking to expand our operations organically or through acquisitions as funding and opportunities arise, and, as discussed above, we have also purchased a homesite which we intend to construct a custom home on which we then plan to sell. As our business continues to grow, customer feedback will be integral in making small adjustments to improve the product and overall customer experience. We plan to raise additional required funding when required through the sale of debt or equity, which may not be available on favorable terms, if at all, and may, if sold, cause significant dilution to existing stockholders. If we are unable to access additional capital moving forward, it may hurt our ability to grow and to generate future revenues. Furthermore, in order to pay amounts owed in connection with pending lawsuits and judgments rendered against us, we may be forced to liquidate assets and/or abandon certain of our business plans. If we are unable to pay such amounts, we may be forced to cease operations and/or seek bankruptcy protection.

To date, we have not experienced any declines in business due to the coronavirus and Travis County, Texas’s response to the coronavirus, which includes issuing shelter-in-place orders. However, future impacts of the coronavirus and the government’s response to such virus cannot be predicted at this time and may result in negative impacts on our operating results, cash flow and prospects, all of which may cause the value of our securities to decline in value.

For the Three Months Ended March 31, ~~2020~~2021 Compared to the Three Months Ended March 31, ~~2019~~2020

We had revenue of $583,061 for the three months ended March 31, 2021, compared to revenue of $492,307 for the three months ended March 31, 2020, ~~compared to revenue of $359,213 for the three months ended March 31, 2019,~~ an increase of ~~$133,095~~$90,754 or ~~37.1%~~18.4% from the prior period. Revenue increased due to an increase in pool count during the comparable periods and general timing of contracts as well as the higher priced pools being completed in the current period. We completed 6 pools during the three months ended March 31, 2020 compared to completing 5 pools during the three months ended March 31, 2019. We recognize revenue based on the percentage that a job is complete rather than upon completion. As such, total revenue recognized for each period may be different than the product of total completed pools during each period multiplied by the average pool contract price of each pool during such period, as the construction of certain pools may have started in one period and ended in another. Revenue increased during the current period due to an increase in pool count during the comparable periods and general timing of contracts as well as the higher priced pools being completed in the current period.

We had cost of goods sold of $472,505 for the three months ended March 31, 2021, compared to cost of goods sold of $335,183 for the three months ended March 31, 2020, ~~compared to cost of goods sold of $230,046 for the three months ended March 31, 2019,~~ an increase of ~~$105,137~~$137,322 or ~~45.7%~~41.0% from the prior ~~period, mainly due to the increase in projects during the period as disclosed above.~~period.

Cost of goods sold increased mainly due to ~~the number of pools completed combined with the~~an increase in ~~other costs, including labor. In addition, we have seen increased costs of gunite and~~ pool equipment ~~costs associated with higher end projects~~ and ~~increases in the average~~masonry, stone and tile. The timing of our cost of ~~constructed pools during~~goods sold is materially impacted based on the ~~current period compared to~~overall scope and timing of the ~~last.~~projects we are working on. The expenses which attributed to the increase in cost of goods sold for the three months ended March 31, ~~2020,~~2021, compared to the three months ended March 31, ~~2019,~~2020, included:

	For the Three		For the Three								For the Three		For the Three
	Months Ended		Months Ended					Percentage			Months Ended		Months Ended		Increase			Percentage
Cost of Goods Sold Expense	March 31, 2020		March 31, 2019		Increase			Change			March 31, 2021		March 31, 2020		/(Decrease)			Change
Cost of decking	$	57,416	$	54,358	$	3,058			5.6	%	$	49,745	$	57,416	$	(7,671	)		(13	%)
Plaster used in the construction of pools		35,077		21,151		13,926			65.8	%		32,859		35,077		(2,218	)		(6	%)
Gunite used in the construction of pools		36,479		16,311		20,168			123.6	%		48,180		36,479		11,701			32	%
Pool equipment used to filter and circulate the water used in our pools		45,690		31,220		14,470	��		46.3	%		57,235		45,690		11,545			25	%
Masonry, stone and tile installed in and around our pools and coping expenses associated therewith		49,788		37,456		12,332			32.9	%		70,422		49,788		20,634			41	%
Excavation and steel expenses		22,446		19,408		3,038			15.7	%		82,768		22,446		60,322			269	%
Other, including labor		88,287		50,142		38,145			76.1	%		131,296		88,287		43,009			49	%
Total	$	335,183	$	230,046	$	105,137			45.7	%	$	472,505	$	335,183	$	137,322			41	%

Cost of goods sold ~~represent~~represents our pool construction costs, including raw materials, outsourced labor, installed equipment, tile and coping expenses, excavation costs and permit expenses. We anticipate our cost of goods sold increasing in approximate proportion to increases in revenue and decreasing in approximate proportion to decreases in revenue, moving forward, as our cost of goods sold are factored into the price we charge for our pools and represent the cost of pool construction, the majority of which is not fixed and varies depending on the total number of pools and construction projects we complete during each period and the size and complexity of such projects.

We had gross margin of $110,556 for the three months ended March 31, 2021, compared to gross margin of $157,124 for the three months ended March 31, 2020, ~~compared to gross margin~~a decrease of ~~$129,167 for the three months ended March 31, 2019, an increase of $27,957~~$46,568 or ~~21.6%~~29.6% from the prior period due to the reasons described above. Gross margin as a percentage of revenue was ~~31.9%~~19.0% and ~~36.0%~~31.9% for the three months ended March 31, 2021 and 2020, ~~and 2019,~~ respectively.

We had operating expenses consisting solely of general and administrative expenses of $515,845 for the three months ended March 31, 2021 (including $337,000 of stock-based expenses described below under “Liquidity and Capital Resources”), compared to operating expenses consisting solely of general and administrative expenses of $488,865 for the three months ended March 31, ~~2020, compared to operating expenses consisting solely of general and administrative expenses of $122,711 for the three months ended March 31, 2019.~~2020. Operating expenses increased by ~~$366,154~~$26,980 or ~~298.4%~~5.5% from the prior period mainly due to ~~an accrual related to~~increase in stock-based compensation, payroll expense and professional fees offset with a decrease in lawsuit settlement ~~expenses.~~expense. General and administrative expenses include the salaries of our employees, commissions and the fees paid to contract employees.

We had interest income of ~~$22~~$0 for the three months ended March 31, ~~2020,~~2021, compared to interest income of $22 for the three months ended March 31, ~~2019.~~2020. Interest income was in connection with interest generated by funds the Company maintained in its savings account.

We had interest expense of ~~$119~~$403 and ~~$138,~~$119, for the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, respectively, due to interest paid in connection with the purchase of a ~~truck~~car used inby our ~~business,~~Chief Executive Officer, as described in greater detail under “Liquidity and Capital Resources” below.

We had net loss of $405,692 for the three months ended March 31, 2021, compared to a net loss of $331,838 for the three months ended March 31, 2020, ~~compared to net income of $6,340 for the three months ended March 31, 2019,~~ an increase in net loss of ~~$338,178,~~$73,854 or 22.3%, mainly due to the increase in cost of goods sold and increase in general and administrative expenses, offset by the increase in revenues, each as described ~~above in connection with accruals related to lawsuits.~~above.

We had total assets of ~~$347,432~~$409,961 as of March 31, ~~2020,~~2021, consisting of total current assets of ~~$296,724,~~$374,079, which included cash of ~~$272,639,~~$321,291, real estate inventory of ~~$17,424, accounts receivable of $1,245,~~$34,233, federal income tax receivable of $416, ~~prepaid and other~~contract assets of ~~$5,000 in connection with prepaid legal services,~~$4,399, and accounts receivable of $13,740 and equipment, net of accumulated depreciation, of ~~$50,708.~~$35,882. Federal income tax receivable relates to a payment made by the Company to the United States Treasury in March 2016, in anticipation of Federal income tax the Company estimated would be owed at the end of the 2016 calendar year. There was no tax due for the ~~year~~years ended December 31, 2016, 2017, 2018, 2019 or 2020, due to the utilization of a net loss carryforward and application of prepaid taxes. Included in real estate inventory as of March 31, ~~2020~~2021 is the ~~value~~cost of the land which the Company acquired in the third quarter of 2019, on which it plans to build a custom ~~home on.~~home. Equipment ~~increased by $43,369~~relates to the vehicle discussed below. Contract assets include estimated earnings in ~~connection with the purchase~~excess of ~~a new vehicle as discussed below.~~billings on uncompleted contracts.

We had total liabilities of ~~$524,875~~$624,659 as of March 31, ~~2020,~~2021, which included current liabilities of ~~$496,419,~~$554,212, including accounts payable and accrued liabilities of ~~$24,315,~~$132,442 (which included accrued lawsuit settlements of $57,500, contract liabilities, relating to billings in excess of costs and estimated earnings on uncompleted jobs of ~~$94,473, accrued lawsuit settlements of $371,000,~~$414,783, and current portion of note payable of ~~$6,631,~~$6,987, and long-term liabilities ~~including~~consisting of a long-term note payable, net of current portion of ~~$28,456~~$70,447 relating to a ~~new vehicle.~~vehicle (discussed below) and the PPP Note discussed below. The ~~$371,000~~$57,500 of accrued lawsuit settlements ~~represent~~represents amounts accrued in connection with the lawsuits described in greater detail under ~~“Legal Proceedings”.~~“Note 6. Commitments and Contingencies” in the Notes to Consolidated Financial Statements included above.

On February 11, 2020, we purchased a Hyundai Genesis G80 for use by Mr. ~~May.~~Elijah May, our Chief Executive Officer. The Vehicle had a total purchase price of $50,616, including $11,000 which was paid as a down payment in cash. We entered into a term note, secured by the vehicle, for the remaining amount of the purchase price, which amount accrues interest at the rate of 3.99% per annum and is payable at the rate of $660 per month through maturity on February 27, 2025.

On April 28, 2020, the Company secured a construction loan from First United Bank and Trust Company to be used to develop the land purchased in the third quarter of 2019. The loan is in the amount of $221,000, bears interest at the rate of 6.25% per annum and is repayable on April 28, 2021.

As of March 31, 2021, and through the date of this filing, no amount had been advanced on the loan.

On May 11, 2020, we (through Reliant Pools) received a loan (the “Loan”) from Wells Fargo Bank N.A. (the “Lender”) in the principal amount of $51,113, pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020.

The Loan iswas evidenced by a promissory note (the “Note”), dated effective May 4, 2020, issued by the Company to the Lender. The Note iswas unsecured, ~~matures~~was to mature on May 4, 2022 and ~~bears~~accrued interest at a rate of 1.00% per annum, payable monthly commencing on November 2, 2020, following an initial deferral period as specified under the PPP. ~~The Note may be prepaid at any time prior to maturity with no prepayment penalties.~~ Proceeds from the Loan ~~will be~~were available to the Company to fund designated expenses, including certain payroll costs, rent, utilities and other permitted expenses, in accordance with the PPP. Under the terms of the PPP, up to the entire amount of principal and accrued interest ~~may~~could be forgiven to the extent Loan proceeds ~~are~~were used for qualifying expenses as described in the CARES Act and applicable implementing guidance issued by the U.S. Small Business Administration under the PPP (including that up to ~~75%~~60% of such Loan funds ~~are~~were used for payroll). The Company ~~intends to use~~used the entire Loan amount for designated qualifying expenses and ~~to apply~~applied for forgiveness of the respective Loan in accordance with the terms of the PPP. ~~No assurance can be given~~On April 27, 2021, the Company was notified that the ~~Company will obtain forgiveness of~~outstanding principal and accrued interest for the PPP Loan was forgiven in ~~whole or in part.~~

~~With respect to any portion of~~full by the ~~Loan that is not forgiven, the Loan will be subject to customary provisions for a loan of this type, including customary events of default.~~SBA.

We had a working capital deficit of ~~$199,695~~$180,133 as of March 31, ~~2020,~~2021, compared to a working capital deficit of ~~$147,056~~$110,920 as of December 31, ~~2019.~~2020.

We had $131,473 of net cash provided by operating activities for the three months ended March 31, 2021, which was mainly due to $405,692 of net loss, offset by an increase of $147,627 in contract liabilities and $337,000 of stock-based compensation. We had $3,674 of net cash provided by operating activities for the three months ended March 31, 2020, ~~which was~~due mainly ~~due~~ to ~~$9,503~~an increase ~~in deferred tax liability, together with net loss of $331,838, offset by $30,659 of decrease~~ in accounts payable and accrued ~~liabilities~~expenses of $340,341, offset by net loss of $331,838. Stock based compensation includes the issuance, on January 27, 2021, of 700,000 shares of restricted common stock to Elijah May, its sole officer and director, 200,000 shares of restricted common stock to Joel Hefner, the Vice President of Reliant Pools, a non-executive officer position, and 700,000 shares of restricted common stock to Michael Chavez, a consultant to the Company, each in consideration for services rendered. The shares were valued at $0.20 per share, the closing price of the Company’s stock on January 27, 2021. Also, on December 4, 2020, the Company entered into an ~~increase~~investor relations agreement and issued a total of ~~$371,000~~200,000 shares of ~~accrued lawsuit settlement.~~restricted common stock in exchange for a six-month service period. The stock was valued at $34,000 at the date of grant and will be recognized over the service period. During the three months ended March 31, 2021, the Company recognized $17,000 of stock-based expense related to these shares.

We had $11,000 of net cash used in investing activities for the three months ended March 31, 2020, which was solely due to the down payment on the vehicle purchase described above.

We had $2,749 of net cash used by financing activities for the three months ended March 31, 2021, which was due to payments on our vehicle loan. We had $715 of ~~net~~ cash used in financing activities for the three months ended March 31, 2020, ~~which was due to payments on note payable. We had $1,473 of cash used in financing activities for the three months ended March 31, 2019,~~ which was due solely to payments on note payable.

We do not currently have any additional commitments or identified sources of additional capital from third parties or from our officers, directors or majority stockholders. Additional financing may not be available on favorable terms, if at all.

In the future, we may be required to seek additional capital by selling additional debt or equity securities, or otherwise be required to bring cash flows in balance when we approach a condition of cash insufficiency. The sale of additional equity or debt securities, if accomplished, may result in dilution to our then stockholders. Financing may not be available in amounts or on terms acceptable to us, or at all. In the event we are unable to raise additional funding and/or obtain revenues sufficient to support our expenses, we may be forced to curtail or abandon our business operations, and any investment in the Company could become worthless.

Emerging Growth Company. Section 107 of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

On January 1, 2018, we adopted Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“new revenue standard”) to all contracts using the modified retrospective method. The adoption of the new revenue standard had no material impact on our consolidated financial statements as it did not require a change in revenue recognition. As such, comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods.

All of the Company’s revenue is currently generated from the design and installation of swimming pools. As such, no further disaggregation of revenue information is provided.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Our contracts have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts and, therefore, not distinct.

Revenue for our contracts that satisfy the criteria for over time recognition is recognized as the work progresses. The majority of our revenue is derived from construction contracts and projects that typically span between 4 to 12 months. Our construction contracts will continue to be recognized over time because of the continuous transfer of control to the customer as all of the work is performed at the customer’s site, and therefore, the customer controls the asset as it is being constructed. Contract costs include labor, material, and indirect costs.

Revenue for our contracts that do not satisfy the criteria for over time recognition is recognized at a point in time. Substantially all of our revenue recognized at a point in time is for work performed for pool maintenance or repairs. Unlike our construction contracts that use a cost-to-cost input measure for performance, the pool maintenance or repairs utilize an output measure for performance based on the completion of a unit of work. The typical time frame for completion of these services is less than one month. Upon fulfillment of the performance obligation, the customer is provided an invoice (or equivalent) demonstrating transfer of control or completion of service to the customer. We believe that point in time recognition remains appropriate for these contracts and will continue to recognize revenues upon completion of the performance obligation and issuance of an invoice.

Contract modifications are routine in the performance of our contracts. Contracts are often modified to account for changes in the contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and, therefore, are accounted for as part of the existing contract.

On March 31, ~~2020,~~2021, we had approximately ~~$998,000~~$3,308,099 of remaining performance obligations on our construction contracts, which we also refer to as backlog. We expect to recognize our current backlog as revenue during ~~2020.~~the remainder of 2021.

Accounting for long-term contracts and programs involves the use of various techniques to estimate total contract revenue and costs. For long-term contracts, we estimate the profit on a contract as the difference between the total estimated revenue and expected costs to complete a contract and recognize that profit over the life of the contract.

Contract estimates are based on various assumptions to project the outcome of future events. These assumptions include labor productivity and availability, the complexity of the work to be performed, the cost and availability of materials, and the performance of subcontractors.

Transaction price for our contracts may include variable consideration, which includes increases to transaction price for approved and unapproved change orders, claims and incentives, and reductions to transaction price for liquidated damages. Change orders, claims and incentives are generally not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as a modification of the existing contract and performance obligation. We estimate variable consideration for a performance obligation at the most likely amount to which we expect to be entitled (or the most likely amount we expect to incur in the case of liquidated damages), utilizing estimation methods that best predict the amount of consideration to which we will be entitled (or will be incurred in the case of liquidated damages). We include variable consideration in the estimated transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur or when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in transaction price are based largely on an assessment of our anticipated performance and all information (historical, current and forecasted) that is reasonably available to us. The effect of variable consideration on the transaction price of a performance obligation is recognized as an adjustment to revenue on a cumulative catch-up basis. To the extent unapproved change orders and claims reflected in transaction price (or excluded from transaction price in the case of liquidated damages) are not resolved in our favor, or to the extent incentives reflected in transaction price are not earned, there could be reductions in, or reversals of, previously recognized revenue. No adjustment on any one contract was material to our condensed consolidated financial statements for the three months ended March 31, ~~2020.~~2021.

The timing of revenue recognition, billings and cash collections results in billed accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts (contract assets) on the consolidated balance sheet. On our construction contracts, amounts are billed as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals (e.g., biweekly or monthly) or upon achievement of contractual milestones. Generally, billing occurs prior to revenue recognition, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each reporting period.

The Company recognizes revenue from the design and installation of swimming pools.

Accounts Receivable and Allowances. The Company does not charge interest to its customers and carries its customers’ receivables at their face amounts, less an allowance for doubtful accounts. Included in accounts receivable are balances billed to customers pursuant to retainage provisions in certain contracts that are due upon completion of the contract and acceptance by the customer, or earlier as provided by the contract. Based on the Company’s experience in recent years, the majority of customer balances at each balance sheet date are collected within twelve months. As is common practice in the industry, the Company classifies all accounts receivable, including retainage, as current assets. The contracting cycle for certain long-term contracts may extend beyond one year, and accordingly, collection of retainage on those contracts may extend beyond one year.

The Company grants trade credit, on a non-collateralized basis (with the exception of lien rights against the property in certain cases), to its customers and is subject to potential credit risk related to changes in business and overall economic activity. The Company analyzes specific accounts receivable balances, historical bad debts, customer credit-worthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. In the event that a customer balance is deemed to be uncollectible, the account balance is written-off against the allowance for doubtful accounts.

Classification of Construction Contract-related Assets and Liabilities. Costs and estimated earnings in excess of billings on uncompleted contracts are presented as a current asset in the accompanying consolidated balance sheets, and billings in excess of costs and estimated earnings on uncompleted contracts are presented as a current liability in the accompanying consolidated balance sheets. The Company’s contracts vary in duration, with the duration of some larger contracts exceeding one year. Consistent with industry practices, the Company includes the amounts realizable and payable under contracts, which may extend beyond one year, in current assets and current liabilities. The vast majority of these balances are settled within one year.

Equipment. Equipment, consisting mainly of two vehicles, is stated at cost. The Company depreciates the cost of equipment using the straight-line method over the estimated useful lives of the assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations for the period. The cost of maintenance and repairs is charged to operations as incurred; significant ~~renewals~~renewal improvements are capitalized. Depreciation expense was approximately ~~$3,433~~$2,340 and ~~$1,694~~$3,433 for the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, respectively. The estimated useful life of the ~~truck~~vehicle is five years.

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

We have established and maintain a system of disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in our reports filed with the Securities and Exchange Commission pursuant to the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Commission and that such information is accumulated and communicated to our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), to allow timely decisions regarding required disclosures.

Management, consisting of our CEO and CFO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. As of March 31, ~~2020,~~2021, based on the evaluation of these disclosure controls and procedures, our CEO and CFO has concluded that our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in our reports filed with the Securities and Exchange Commission pursuant to the Exchange Act, is recorded properly, processed, summarized and reported within the time periods specified in the rules and forms of the Commission and that such information is accumulated and communicated to our management, including our CEO and CFO, to allow timely decisions regarding required disclosures.

We regularly review our system of internal control over financial reporting to ensure we maintain an effective internal control environment. There were no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Although we~~We may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business, we are not currently a party to any material legal proceeding, except as set forth below. In addition, we are not aware of any material legal or governmental proceedings against us, or contemplated to be brought against us, except as set forth below.business.

The Company is unable to determine the estimate of the probable or reasonable possible loss or range of losses arising from the above referenced unsettled legal proceedings.

Additionally, the outcome of litigation is inherently uncertain. If one or more legal matters were resolved against the Company in a reporting period for amounts in excess of management’s expectations, the Company’s financial condition and operating results for that reporting period could be materially adversely affected.

There have been no material changes from the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019,~~2020, as filed with the SEC on March ~~30, 2020,~~31, 2021, under the heading “Item 1A. Risk Factors”, which are incorporated by reference herein, except as discussed below, and investors should review the risks provided in the Annual Report and below, prior to making an investment in the Company. The business, financial condition and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in the Annual Report, under “Item 1A. Risk Factors” and below, any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price.

The risk factor entitled “~~New~~ Our ~~backlog~~operations may ~~not~~ be ~~realized~~ adversely affected by global epidemics, pandemics and similar health issues. Our business may be materially and adversely disrupted by the present outbreak and worldwide spread of COVID-19, including measures that international, federal, state and local governments, agencies, law enforcement and/or ~~may not result in revenue or profit.~~health authorities implement to address it.” from the Form 10-K is replaced and superseded by the following:

~~Our backlog may not be realized or may not result in revenue or profit.~~

As of March 31, 2020, we had approximately $998,476 of remaining performance obligations on our construction contracts, which we also refer to as backlog. We expect to recognize our backlog as revenue during the remainder of 2020. However, most of our contracts may be terminated by our customers on short notice. Reductions in backlog due to cancellation by a customer, or for other reasons, including, but not limited to COVID-19, economic uncertainty associated therewith, and delays caused by social distancing and “~~stay-at-home~~” orders, could significantly reduce the revenue that we actually receive from contracts in our backlog. In the event of a project cancellation, we may be reimbursed for certain costs, but we typically have no contractual right to the total revenue reflected in our backlog. Projects may remain in our backlog for extended periods of time.

Given these factors, our backlog at any point in time may not accurately represent the revenue that we expect to realize during any period, and our backlog as of the end of a fiscal year may not be indicative of the revenue we expect to earn in the following fiscal year. Inability to realize revenue from our backlog could have an adverse effect on our business.

~~The following new risk factors supplement the risk factors included in the Form 10-K:~~

Our operations may be ~~adverse effected~~adversely affected by global epidemics, pandemics and similar health issues. Our business may be materially and adversely disrupted by the present outbreak and worldwide spread of COVID-19, including measures that international, federal, state and local governments, agencies, law enforcement and/or health authorities implement to address it.

An epidemic, pandemic or similar serious public health issue, and the measures undertaken by governmental authorities to address it, could significantly disrupt or prevent us from operating our business in the ordinary course for an extended period, and thereby, and/or along with any associated economic and/or social instability or distress, have a material adverse impact on our consolidated financial statements.

On March 11, 2020, the World Health Organization characterized the outbreak of COVID-19 as a global pandemic and recommended containment and mitigation measures. On March 13, 2020, the United States declared a national emergency concerning the outbreak, and several states and municipalities have declared public health emergencies. Along with these declarations, there have been extraordinary and wide-ranging actions taken by international, federal, state and local public health and governmental authorities to contain and combat the outbreak and spread of COVID-19 in regions across the United States and the world, including quarantines, and “stay-at-home” orders and similar mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations. Specifically, Travis County and Austin, Texas, where the Company operates, ~~have~~ issued “stay-at-home” and social distancing orders beginning in mid-April 2020, which ~~remain in effect and prohibit non-essential businesses and non-essential activities.~~have mostly expired to date.

To date, we have not experienced any material negative effects from, or declines in business relating to, COVID-19 and/or Travis County, Texas’s response to the coronavirus, which ~~includes issuing shelter-in-place~~has included “stay-at-home” and social distancing orders. However, the Company has had issues with sub-contractors coming down with COVID-19 which has caused construction delays and has further seen delays in permitting caused by COVID-19 issues. Furthermore, there is a risk related to permitting taking longer and risk related to labor and equipment shortages. Notwithstanding the above, the demand for pools remains high in Austin and surrounding areas. Notwithstanding that, we are uncertain of the potential full magnitude or duration of the business and economic impacts from the unprecedented public health effort to contain and combat the spread of COVID-19, which include, among other things, significant volatility in financial markets and a sharp decrease in the value of equity securities, including our common stock. In addition, we can provide no assurance as to whether the COVID-19 public health effort will be intensified to such an extent that we will not be able to conduct any business operations at all for an indefinite period.

Our business could also be negatively impacted over the medium-to-longer term if the disruptions related to COVID-19 decrease consumer confidence generally or with respect to constructing a pool and/or purchasing a home; cause civil unrest; or precipitate a prolonged economic downturn and/or an extended rise in unemployment or tempering of wage growth, any of which could lower demand for our products; impair our ability to sell and build pools in a typical manner or at all, generate revenues and cash flows, and/or access to lending markets (or significantly increase the costs of doing so), as may be necessary to sustain our business; increase the costs or decrease the supply of building materials or the availability of subcontractors and other talent, including as a result of infections or medically necessary or recommended self-quarantining, or governmental mandates to direct production activities to support public health efforts. The inherent uncertainty surrounding COVID-19, due in part to rapidly changing governmental directives, public health challenges and progress, the unknown real-world efficacy of vaccines and the public’s willingness to obtain such vaccines, and market reactions thereto, also makes it more challenging for our management to estimate the future performance of our business and develop strategies to generate growth or achieve our initial or any revised objectives for ~~2020.~~

Should the adverse impacts described above (or others that are currently unknown) occur, whether individually or collectively, we would expect to experience, among other things, decreases in new pool contracts, pools built, average selling prices, revenues and net income, and such impacts could be material to our consolidated financial statements. In addition, should the COVID-19 public health effort intensify to such an extent that we cannot operate at all, we may generate few or no new pool contracts and/or completed pools during the applicable period, which could be prolonged. Along with a potential increase in cancellations of pool contracts, if there are prolonged government restrictions on our business and our customers, and/or an extended economic recession, we could be unable to produce revenues and cash flows sufficient to operate our business. Such a circumstance could, among other things, exhaust our available liquidity (and ability to access liquidity sources), which could cause the value of our common stock to decline in value or become worthless.

~~One of our former clients recently received a judgment against us in a litigation matter in an amount equal to over 75% of our total assets and approximately 100% of our total liquid assets~~The risk factor entitled “We will require additional financing, and we ~~have another pending lawsuit, which judgment~~may not be able to raise funds on favorable terms or at all.” from the Form 10-K is replaced and ~~potential future judgment we do not have sufficient funds to pay.~~

On October 19, 2018, a former client, Paul T. Denucci filed an Original Petition naming the Company, Elijah May, our sole officer and director and Michael Chavez, our prior Chief Executive Officer and former sole director, as defendants. The Original Petition alleged breach of contract and alleged defects in the pool which the Company built on Mr. Denucci’s behalf. The Original Petition sought damages in an amount sufficient to allow Mr. Denucci to repair the alleged defects in the pool. We denied all of Mr. Denucci’s claims and filed various responses and proceedings with the court in connection therewith. A bench trial in the matter was held in January 2020. On May 7, 2020, the trial judge ruled in favor of Mr. Denucci, the former client. The final judgment enteredsuperseded by the trial judge awarded Mr. Denucci actual damages in the amount of $177,053; prejudgment interest actual damages at the rate of 5% per annum from April 28, 2019 to May 7, 2020 (approximately $8,900); reasonable and necessary attorney’s fees in the amount of $85,291; court costs; and post-judgment interest at the rate of 5% per annum until all amounts are paid in full. The Company has thirty days from the date the judgment to file a motion for a new trial. The Company is currently considering its next steps in connection with the matter. The total amount awarded to Mr. Denucci represents over 75% of our total assets and approximately 100% of our total cash as of March 31, 2020. In the event we are required to pay the amounts due to Mr. Denucci, we may be forced to liquidate assets, abandon certain of our business plans, cease operations and/or seek bankruptcy protection. In such event the value of our securities could decline in value or become worthless. All of the above may be further exacerbated by the outcome of another pending lawsuit filed by Brian Moats, another former client, in the same court, which seeks damages of between $100,000 and $200,000, and which a trial on such matter is set for later in the year.following:

We may ~~not qualify for forgiveness of our PPP Loan. We face risks associated with such PPP Loan~~require additional financing, and ~~our outstanding construction loan.~~

~~On May 11, 2020,~~ we ~~(through Reliant Pools) received a loan (the “Loan”) from Wells Fargo Bank N.A. (the “Lender”) in the principal amount of $51,113, pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020. The Loan is evidenced by a promissory note (the “Note~~”), dated effective May 4, 2020, issued by the Company to the Lender. The Note is unsecured, matures on May 4, 2022 and bears interest at a rate of 1.00% per annum, payable monthly commencing on November 2, 2020, following an initial deferral period as specified under the PPP. The Note may be prepaid at any time prior to maturity with no prepayment penalties. Proceeds from the Loan will be available to the Company to fund designated expenses, including certain payroll costs, rent, utilities and other permitted expenses, in accordance with the PPP. Under the terms of the PPP, up to the entire amount of principal and accrued interest may be forgiven to the extent Loan proceeds are used for qualifying expenses as described in the CARES Act and applicable implementing guidance issued by the U.S. Small Business Administration under the PPP (including that up to 75% of such Loan funds are used for payroll). The Company intends to use the entire PPP Loan amount for designated qualifying expenses and to apply for forgiveness of the respective PPP Loan in accordance with the terms of the PPP. Notwithstanding that, the Company may not qualify for forgiveness of the PPP Loan in whole or part and may be required to repay such PPP Loan in full. With respect to any portion of the PPP Loan that is not forgiven, the PPP Loan will be subject to customary provisions for a loan of this type, including customary events of default. In the event the PPP Loan is not forgiven, the debt service payments on such loan may negatively affect our ability to grow our operations, service other debt and/or pay our expenses as they come due. Furthermore, any default under the PPP Loan may require us to pay a significant amount of our available cash and/or cash flow to service such debt, which could have a material adverse effect on our operations. Any failure of the PPP Loan to be forgiven pursuant to its terms, and/or our requirement to repay the PPP Loan in whole or part, could cause the value of our common stock to decline in value.

~~We will need additional capital which~~ may not be ~~available~~able to raise funds on ~~commercially acceptable~~favorable terms ifor at ~~all, which raises questions about our ability to continue as a going concern.~~all.

We may not be able to borrow or raise additional capital in the future to meet our needs or to otherwise provide the capital necessary to expand our operations and business, which might result in the value of our common stock decreasing in value or becoming worthless. Additional financing may not be available to us on ~~favorable~~ terms ~~if at all, and~~that are acceptable. Consequently, we may ~~if sold, cause significant dilution~~not be able to ~~existing stockholders. If~~proceed with our intended business plans. Substantial additional funds will still be required if we are ~~unable~~ to ~~access~~reach our goals that are outlined in this Report. Obtaining additional ~~capital moving forward, it may hurt our ability to grow and to generate future revenues.~~ financing contains risks, including:

Furthermore, in order to pay amounts owed in connection with ~~pending~~ lawsuits, settlements, and judgments rendered against us, we may be forced to liquidate assets and/or abandon certain of our business plans. If we are unable to pay such amounts, we may be forced to cease operations and/or seek bankruptcy protection.

~~These conditions raise substantial doubt about~~The risk factor entitled “Our backlog may not be realized or may not result in revenue or profit.” from the Form 10-K is replaced and superseded by the following:

As of March 31, 2021, we had approximately $3,308,099 of remaining performance obligations on our ~~ability~~construction contracts, which we also refer to ~~continue~~ as backlog. We expect to recognize our current backlog as revenue during 2021. However, some of our contracts may be terminated by our customers on short notice. Reductions in backlog due to cancellation by a ~~going concern~~customer, or for other reasons, including, but not limited to COVID-19, economic uncertainty associated therewith, and delays caused by social distancing and “stay-at-home” orders, could significantly reduce the ~~next twelve months. The accompanying financial statements~~revenue that we actually receive from contracts in our backlog. In the event of a project cancellation, we may be reimbursed for certain costs, but we typically have ~~been prepared~~no contractual right to the total revenue reflected in ~~accordance with accounting principles generally accepted~~our backlog. Projects may remain in our backlog for extended periods of time.

Given these factors, our backlog at any point in time may not accurately represent the revenue that we expect to realize during any period, and our backlog as of the end of a fiscal year may not be indicative of the revenue we expect to earn in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the financial statements do not include any adjustments relatingfollowing fiscal year. Inability to the recoverability of assets and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The financial statements included herein also include a going concern footnoterealize revenue from our ~~auditors.~~backlog could have an adverse effect on our business.

The risk factor entitled “A significant amount of our revenues has historically been due to only a small number of customers, and if we were to lose any material customer, our results of operations could be adversely affected.” from the Form 10-K is replaced and superseded by the following:

A significant amount of our revenues has historically been due to only a small number of customers, and if we were to lose any material customer, our results of operations could be adversely affected.

~~Additionally, on April 28, 2020,~~The Company had four customers representing more than 10% of gross revenue, and combined 52% of revenue for the three months ended March 31, 2021. The Company ~~(through Reliant Custom Homes) secured~~had four customers representing more than 10% of gross revenue and combined 84% of revenue for the three months ended March 31, 2020.

As a ~~construction loan from First United Bank~~result, the majority of our revenues has historically been due to only a small number of customers, and ~~Trust Co. to be used to develop the land purchased~~we anticipate this trend continuing moving forward. As a result, in the ~~third quarter of 2019, which loan provides for funding~~event our customers do not pay us amounts owed, terminate work in progress or we are unable to be advanced from time to time pursuant to the requirements of the loan for the construction of a custom home. The loan is in the amount of $221,000 and bears interest at the rate of 6.25% per annum (18% upon the occurrence of an event of default). The loan is guaranteed by Reliant Pools and the Company and the land is pledged as collateral for security of the payment of the construction loan pursuant to a deed of trust. The loan matures on April 28, 2021. The loan agreement contains covenants and restrictions on us and our construction of the property and standard and customary events of default. The loan may be prepaid at any time without penalty.

~~Payments under the loan may decrease cash available for other expenses and our failure to pay the loan when due may~~find new customers moving forward, it could have a ~~material~~materially adverse effect on our ~~operating~~ results ~~ability to continue our business~~of operations and the value of our securities. The repayment of the loan is secured by a security interest on our property and the home and is guaranteed by the Company and Reliant Pools. Our failure to comply with the terms of the loan may result in the lender foreclosing on the property and the home, or seeking to enforce the guarantees, which may have a material adverse effect on our assets and the value of our securities, and maycould force us to curtail or abandon our ~~plans to develop a custom home.~~current business operations.

~~None.~~There have been no sales of unregistered securities during the quarter ended March 31, 2021 and from the period from April 1, 2021 to the filing date of this report, which have not previously been disclosed in the Company’s Annual Report on Form 10-K.

On February 11, 2020, we purchased a Hyundai Genesis G80 for use by Mr. May. The Vehicle had a total purchase price of $50,616, including $11,000 which was paid as a down payment in cash. We entered into a term note, secured by the vehicle, for the remaining amount of the purchase price, which amount accrues interest at the rate of 3.99% per annum and is payable at the rate of $660 per month through maturity on February 27, 2025.

Additionally, on April 28, 2020, the Company (through Reliant Custom Homes) secured a construction loan from First United Bank and Trust Co. to be used to develop the land purchased in the third quarter of 2019, which loan provides for funding to be advanced from time to time pursuant to the requirements of the loan for the construction of a custom home. The loan is in the amount of $221,000 and bears interest at the rate of 6.25% per annum (18% upon the occurrence of an event of default). The loan is guaranteed by Reliant Pools and the Company and the land is pledged as collateral for security of the payment of the construction loan pursuant to a deed of trust. The loan matures on April 28, 2021. The loan agreement contains covenants and restrictions on us and our construction of the property and standard and customary events of default. The loan may be prepaid at any time without penalty.

~~On May 11, 2020, we (through Reliant Pools) received a loan (the “Loan”) from Wells Fargo Bank N.A. (the “Lender”) in the principal amount of $51,113, pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020.~~

~~The Loan is evidenced by a promissory note (the “Note~~”), dated effective May 4, 2020, issued by the Company to the Lender. The Note is unsecured, matures on May 4, 2022 and bears interest at a rate of 1.00% per annum, payable monthly commencing on November 2, 2020, following an initial deferral period as specified under the PPP.

The Note may be prepaid at any time prior to maturity with no prepayment penalties. Proceeds from the Loan will be available to the Company to fund designated expenses, including certain payroll costs, rent, utilities and other permitted expenses, in accordance with the PPP. Under the terms of the PPP, up to the entire amount of principal and accrued interest may be forgiven to the extent Loan proceeds are used for qualifying expenses as described in the CARES Act and applicable implementing guidance issued by the U.S. Small Business Administration under the PPP (including that up to 75% of such Loan funds are used for payroll). The Company intends to use the entire Loan amount for designated qualifying expenses and to apply for forgiveness of the respective Loan in accordance with the terms of the PPP. No assurance can be given that the Company will obtain forgiveness of the Loan in whole or in part.

~~With respect to any portion of the Loan that is not forgiven, the Loan will be subject to customary provisions for a loan of this type, including customary events of default.~~

See the Exhibit Index following the signature page to this Quarterly Report on Form 10-Q for a list of exhibits filed or furnished with this report, which Exhibit Index is incorporated herein by reference.None.

Nevada		47-2200506
(State or other jurisdiction of		(I.R.S. Employer ~~Identification No.)~~
incorporation or organization)		Identification No.)

12343 Hymeadow Drive, Suite 3-A Austin, Texas		78750
(Address of principal executive offices)		(Zip Code)

~~TABLE OF CONTENTS~~

Page		~~Page~~
PART I – FINANCIAL INFORMATION

Cautionary Statement Regarding Forward-Looking Information			3

Item 1.	Financial Statements		34

	Consolidated Balance Sheets (unaudited)		34

	Consolidated Statements of Operations (unaudited)		45

	Consolidated Statements of Stockholders’ ~~Equity (Deficit)~~Deficit (unaudited)		56

	Consolidated Statements of Cash Flows (unaudited)		67

	Notes to the Consolidated Financial Statements (unaudited)		78

Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		13

Item 3.	Quantitative and Qualitative Disclosures About Market Risk		2223

Item 4.	Controls and Procedures		2223

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings		2324

Item 1A.	Risk Factors		2324

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		2627

Item 3.	Defaults Upon Senior Securities		2627

Item 4.	Mine Safety Disclosures		2627

Item 5.	Other Information		2627

Item 6.	Exhibits		2728

Reliant Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets
(unaudited)

	March 31,			December 31,
	2020			2019
ASSETS
Current Assets
Cash	$	272,639		$	280,680
Accounts receivable		1,245			-
Federal income tax receivable		416			416
Prepaid and other current assets		5,000			-
Real estate inventory		17,424			17,424

Total current assets		296,724			298,520

Equipment, net of accumulated depreciation of $31,020 and $27,587 as of
March 31, 2020 and December 31, 2019, respectively		50,708			7,339

Total Assets	$	347,432		$	305,859

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable and accrued liabilities	$	395,315		$	54,974
Contract liabilities		94,473			96,490
Current portion of note payable		6,631			-

Total current liabilities		496,419			151,464

Long-term note payable, net of current portion		28,456			-

Total Liabilities		524,875			151,464

Commitments

Stockholders’ Equity
Preferred stock, 5,000,000 shares authorized, $0.001 par value, 0 issued and outstanding as of March 31, 2020 and December 31, 2019		-			-
Common stock, 70,000,000 shares authorized, $0.001 par value,
14,585,000 issued and outstanding as of March 31, 2020 and December 31, 2019		14,585			14,585
Additional paid-in capital		43,365			43,365
Retained earnings (Accumulated deficit)		(235,393	)		96,445

Total Stockholders’ Equity		(177,443	)		154,395

Total Liabilities and Stockholders’ Equity	$	347,432		$	305,859

*The accompanying notes are an integral part of these consolidated financial statements.*

Reliant Holdings, Inc. and Subsidiaries
Consolidated Statements of Operations
(unaudited)

	For the Three Months ended
	March 31,
	2020			2019
Revenue	$	492,307		$	359,213
Cost of goods sold		(335,183	)		(230,046	)
Gross Margin		157,124			129,167

Operating Expenses
General and administrative		488,865			122,711

Total Operating Expenses		(488,865	)		(122,711	)

Income (Loss) From Operations		(331,741	)		6,456

Other income / (expense)
Interest income		22			22
Interest expense		(119	)		(138	)

Total other income (expense)		(97	)		(116	)

Income (loss) before income taxes		(331,838	)		6,340

Provision for Income Tax		-			-

Net Income (Loss)	$	(331,838	)	$	6,340

Net Income (Loss) Per Share - Basic and Diluted	$	(0.02	)	$	0.00

Weighted Average Common Shares Outstanding		14,585,000			14,585,000

*The accompanying notes are an integral part of these consolidated financial statements.*

Reliant Holdings, Inc. and Subsidiaries
Consolidated Statements of Stockholders’ Equity (Deficit)
For the three months ended March 31, 2020 and 2019
(unaudited)

	Preferred Stock				Common Stock				Additional Paid in		Retained Earnings (Accumulated
	Shares		Par Value		Shares		Par Value		Capital		Deficit)			Total

Balance December 31, 2019		-	$	-		14,585,000	$	14,585	$	43,365	$	96,445		$	154,395

Net loss		-		-		-		-		-		(331,838	)		(331,838	)
Balance March 31, 2020		-	$	-		14,585,000	$	14,585	$	43,365	$	(235,393	)	$	(177,443	)

Balance December 31, 2018		-	$	-		14,585,000	$	14,585	$	43,365	$	(6,565	)	$	51,385

Net income		-		-		-		-		-		6,340			6,340
Balance March 31, 2019		-	$	-		14,585,000	$	14,585	$	43,365	$	(225	)	$	57,725

*The accompanying notes are an integral part of these consolidated financial statements.*

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth	☒

Reliant Holdings, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)

	For the Three Months ended
	March 31,
	2020			2019
Operating Activities
Net income	$	(331,838	)	$	6,340
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation		3,433			1,694
Changes in operating assets and liabilities:
Accounts receivable		(1,245	)		-
Contract assets		-			9,776
Prepaid and other current assets		(5,000	)		(3,197	)
Contract liabilities		(2,017	)		(35,851	)
Accounts payable and accrued liabilities		340,341			18,211

Net Cash Provided By (Used In) Operating Activities		3,674			(3,027	)

Investing Activities
Purchase of property and equipment		(11,000	)		-

Net Cash Provided By (Used In) Investing Activities		(11,000	)		-

Financing Activities
Payments on note payable		(715	)		(1,473	)

Net Cash Used In Financing Activities		(715	)		(1,473	)

Net change in Cash		(8,041	)		(4,500	)
Cash - Beginning of Period		280,680			181,093
Cash - End of Period	$	272,639		$	176,593

Supplemental Disclosures
Interest paid	$	119		$	138
Income taxes paid	$	-		$	-

Non-cash Disclosures
Purchase of equipment with note payable	$	35,802		$	-

*The accompanying notes are an integral part of these consolidated financial statements.*

Accounts receivable consisted of the following:

	March 31,			December 31,
	2020			2019
Contract receivables	$	4,245		$	3,000
Less: Allowance for doubtful accounts		(3,000	)		(3,000	)
	$	1,245		$	-

	March 31, 2020			December 31, 2019
Costs and estimated earnings in excess of billings on uncompleted contracts	$	-		$	-
Billings in excess of costs and estimated earnings on uncompleted contracts		(94,473	)		(96,490	)
	$	(94,473	)	$	(96,490	)

	March 31, 2020			December 31, 2019
Term note with a bank secured by car, payable in monthly installments of $660, including interest at 3.99% through February 27, 2025	$	35,087		$	-
Total long-term debt		35,087			-
Less: current portion		(6,631	)		-
Long-term debt net of current portion	$	28,456		$	-

	●	the need for additional funding;
	●	our lack of a significant operating history;
	●	the fact that our sole officer and director has significant control over our voting stock;
	●	the loss of key personnel or failure to attract, integrate and retain additional personnel;
	●	corporate governance risks;
	●	economic downturns;
	●	the level of competition in our industry and our ability to compete;
	●	our ability to respond to changes in our industry;
	●	our ability to protect our intellectual property and not infringe on others’ intellectual property;
	●	our ability to scale our business;
	●	our ability to maintain supplier relationships;
	●	our ability to obtain and retain customers;
	●	our ability to execute our business strategy in a very competitive environment;
	●	trends in and the market for recreational pools and services;
	●	lack of insurance policies;
	●	dependence on a small number of customers;
	●	changes in laws and regulations;
	●	the market for our common stock;
	●	our ability to effectively manage our growth;
	●	dilution to existing stockholders;
	●	costs and expenses associated with being a public company;
	●	client lawsuits, damages, judgments and settlements required to be paid in connection therewith and the effects thereof on our reputation;
	●	health risks, economic slowdowns and rescissions and other negative outcomes caused by COVID-19 and governmental responses thereto;
	●	economic downturns both in the United States and globally;
	●	risk of increased regulation of our operations; and
	●	other risk factors included under “Risk Factors” below and under “Item 1A. Risk Factors” in our latest Annual Report on Form 10-K.

	March 31,			December 31,
	2021			2020
ASSETS
Current Assets
Cash	$	321,291		$	192,567
Accounts receivable		13,740			5,119
Federal income tax receivable		416			978
House and real estate inventory		34,233			33,948
Contract assets		4,399			69,510
Total current assets		374,079			302,122

Equipment, net of accumulated depreciation of $45,846 and $43,506 as of March 31, 2021 and December 31, 2020, respectively		35,882			38,222

Total Assets	$	409,961		$	340,344

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	132,442		$	139,011
Contract liabilities		414,783			267,156
Current portion of note payable		6,987			6,875

Total current liabilities		554,212			413,042

Long-term note payable, net of current portion		70,447			73,308

Total Liabilities		624,659			486,350

Commitments

Stockholders’ Deficit
Preferred stock, 5,000,000 shares authorized, $0.001 par value, 0 issued and outstanding as of March 31, 2021 and December 31, 2020, respectively		-			-
Common stock, 70,000,000 shares authorized, $0.001 par value, 16,385,000 and 14,785,000 issued and outstanding as of March 31, 2021 and December 31, 2020, respectively		16,385			14,785
Additional paid-in capital		384,232			48,832
Accumulated deficit		(615,315	)		(209,623	)

Total Stockholders’ Deficit		(214,698	)		(146,006	)

Total Liabilities and Stockholders’ Deficit	$	409,961		$	340,344

	March 31, 2021			December 31, 2020
Costs and estimated earnings in excess of billings on uncompleted contracts	$	4,399		$	69,510
Billings in excess of costs and estimated earnings on uncompleted contracts		(414,783	)		(267,156	)
Contract liabilities	$	(410,384	)	$	(197,646	)

	●	“Exchange Act” refers to the Securities Exchange Act of 1934, as amended;
	●	“SEC” or the “Commission” refers to the United States Securities and Exchange Commission; and
	●	“Securities Act” refers to the Securities Act of 1933, as amended.

	●	Overview. Discussion of our business and overall analysis of financial and other highlights affecting us, to provide context for the remainder of MD&A.

	●	Plan of Operations.A description of our plan of operations for the next 12 months including required funding.

	●	Results of Operations. An analysis of our financial results comparing the three months ended March 31, 2021 and 2020.

	●	Liquidity and Capital Resources. An analysis of changes in our consolidated balance sheets and cash flows and discussion of our financial condition.

	●	Critical Accounting Policies. Accounting estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results and forecasts.

●	additional equity financing may not be available to us on satisfactory terms and any equity we are able to issue could lead to dilution for current stockholders;

●	loans or other debt instruments may have terms and/or conditions, such as interest rate, restrictive covenants and control or revocation provisions, which are not acceptable to management or our sole director;

●	the current environment in capital markets combined with our capital constraints may prevent us from being able to obtain adequate debt financing; and

●	if we fail to obtain required additional financing to grow our business, we would need to delay or scale back our business plan, reduce our operating costs, or reduce our headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition.

	RELIANT HOLDINGS, INC.

Date: May ~~19, 2020~~21, 2021	By:	/s/ Elijah May
		Elijah May
		Chief Executive Officer and President
		(Principal Executive Officer and Principal Financial/Accounting Officer)