UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

☒	☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~October 31, 2020~~April 30, 2021

☐	☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _______________.

Commission file number: ~~333-222978~~000-56142

~~OBITX,~~Everything Blockchain, Inc.

(Exact name of registrant as specified in its charter)

Delaware		82-1091922
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3027 US Highway 17 Fleming Island, FL		32003
(Address of principal executive offices)		~~(Zip~~ (Zip Code)

(321) 802-2474

Registrant’s telephone number, including area code

OBITX, INC.

(Former name and address, if changed since last report)

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 ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ 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 ~~and post~~ such files). Yes ☒ No ☐

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

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
~~(Do not check if smaller reporting company)~~		Emerging growth company	☐

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 ☒

As of ~~December 15, 2020,~~May 31, 2021, the Company had ~~5,880,163~~6,144,125 shares of common stock, $0.0001 par value outstanding.

Transitional Small Business Disclosure Format Yes ☐ No ☒

~~OBITX,~~Everything Blockchain, INC.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements	3
	Consolidated Balance Sheets as of ~~October 31, 2020~~April 30, 2021 (unaudited) and January 31, ~~2020~~2021	4
	Consolidated Statements of Operations for the three months April 30, 2021 and ~~nine months October 31,~~ 2020 ~~and 2019~~ (unaudited)~~(restated)~~	5
	Consolidated Statements of Changes in Stockholder’s Equity for the three months April 30, 2021 and ~~nine months October 31,~~ 2020 ~~and 2019~~ (unaudited)~~(restated)~~	6
	Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~October 31,~~April 30, 2021 and 2020 ~~and 2019~~ (unaudited)~~(restated)~~	7
	Notes to Consolidated Financial Statements (unaudited)	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1615
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	2118
Item 4.	Controls and Procedures	2119

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	2220
Item 1A.	Risk Factors	2220
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2220
Item 3.	Defaults Upon Senior Securities	2220
Item 4.	Mine Safety Disclosures	2220
Item 5.	Other Information	2220
Item 6.	Exhibits	2321

SIGNATURES		2422

~~Table of Contents~~

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Interim ~~Consolidated~~Condensed Financial Statements and Notes to Interim Financial Statements

General

The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders’ equity in conformity with generally accepted accounting principles. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements included in the Company’s original S-1 filing and the annual audit for the year ended January 31, ~~2020.~~2021. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three ~~and nine~~ months ended ~~October 31, 2020~~April 30, 2021 is not necessarily indicative of the results that can be expected for the year ending January 31, ~~2021.~~2022.

Please see Risk Factors in the Form 10-K filed June 5, 2020 concerning Covid-19 for further information.

Table of Contents

~~OBITX, Inc.~~

~~and SUBSIDIARIES~~

~~Consolidated Balance Sheets~~

(unaudited)

(audited)

October 31,

January 31,

2020

2020

ASSETS
Current assets

Cash

$ 65

$ -

Inventory

15

-

Prepaid expenses

250

-

Current – cryptocurrencies

40,083

-

Total current assets

40,413

-

Noncurrent assets

Notes receivable from related party

1,400,000

-

Interest receivable from related party

55,232

-

Noncurrent cryptocurrencies

97,802

-

Total noncurrent assets

1,553,034

Total assets

$ 1,593,447

$ -

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities

Accounts payable and accrued expenses

$ 10,650

$ 48,940

Accounts payable related party

36,334

254,495

Due to related party

95,909

304,072

Reserve for settlements - related party

154,307

-

Total current liabilities

$ 297,200

$ 607,507

Total liabilities

$ 297,200

$ 607,507

Stockholders’ equity

Series A Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 150,000 and 0 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.

15

-

Series B Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 650,000 and 0 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.

65

-

Common stock, $0.0001 par value, voting; 200,000,000 shares authorized; 5,880,163 and 10,460,000 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.

588

1,046

Additional paid in capital

54,810,898

3,500,892

Accumulated deficit

(53,515,319 )

(4,109,445 )
Total stockholders’ equity

$ 1,296,247

$ (607,507 )
Total liabilities and stockholders’ equity

$ 1,593,447

$ -

~~See accompanying notes to unaudited consolidated financial statements.~~
Everything Blockchain, Inc.

and SUBSIDIARIES

Consolidated Balance Sheets
(In thousands except number of shares and par value)

(unaudited)

(audited)

April 30,

January 31,

2021

2021

ASSETS
Current assets

Cash

$ 41

$ -

Interest receivable

101

90

Current cryptocurrencies, net

2,076

123

Prepaid expenses

-

1

Total current assets

2,218

214

Property, plant and equipment, net

233

-

Cryptocurrency, net

80

98

Loan receivable

1,400

1,400

Total assets

$ 3,931

$ 1,712

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued expenses

$ 23

$ 6

Accounts payable related party

647

13

Due to Related Party

501

-

Reserve for legal settlements

154

154

Deferred revenue

200

-

Total current liabilities

$ 1,525

$ 173

Total Liabilities

$ 1,525

$ 173

Stockholders’ equity
Common stock, $0.0001 par value, voting; 200,000,000 shares authorized;

6,074,125 and 5,974,125 shares issued and outstanding, as

of April 30, 2021 and January 31, 2021, respectively.

1

1

Additional paid in capital

55,046

54,946

Accumulated deficit

(52,641 )

(53,408 )
Total stockholders’ equity

$ 2,406

$ 1,539

Total liabilities and stockholders’ equity

$ 3,931

$ 1,712

See accompanying notes to unaudited consolidated financial statements.

4
Table of Contents
Everything Blockchain, Inc.
and SUBSIDIARIES
Consolidated Statements of Operations
(In thousands except number of shares and per share amount)
(unaudited)

~~OBITX, Inc.~~
~~and SUBSIDIARIES~~
~~Consolidated Statements of Operations~~
~~(unaudited)~~

For the three months ended

For the nine months ended

October 31,

October 31,

2020

2019

2020

2019

Restated

Restated

Revenue from services

$ 61,918

$ -

$ 61,918

$ -

Total cost of sales

-

-

-

-

Gross income

$ 61,918

$ -

$ 61,918

$ -

Selling, general, and administrative

520

460

49,201,218

22,949

Professional fees

25,135

-

64,723

5,257

Rent

1,176

3,007

1,960

3,421

Consultant fees

647,339

42,000

681,339

126,000

Total operating expenses

674,170

45,467

49,949,240

157,627

Net loss from operations

(612,252 )

(45,467 )

(49,887,322 )

(157,627 )
Other income (expense)

472,683

-

481,448

-

Gain on use of cryptocurrency assets

-

-

-

-

Net (loss) before discontinued operations

$ (139,569 )

$ (45,467 )

$ (49,405,874 )

$ (157,627 )
Income(expense) from discontinued operations

$ -

$ 4,698

$ -

$ 13,195

Net (loss)

$ (139,569 )

$ (40,769 )

$ (49,405,874 )

$ (144,432 )

Basic and diluted (loss) per share:

Income (Loss) per share from continuing operations

$ (0.10 )

$ (0.00 )

$ (6.97 )

$ (0.02 )
Income (Loss) per share - discontinued

$ (0.00 )

$ (0.00 )

$ (0.00 )

$ (0.02 )
Weighted average shares outstanding - basic

5,872,554

$ 10,460,000

7,156,979

$ 10,460,000

For the three months ended

April 30,

2021

2020

Revenue from services

$ 1,081

$ -

Other revenue

72

-

Total gross revenue

1,153

Cost of services

571

Gross income

$ 582

$ -

Selling, general, and administrative

26

48,178

Payroll

114

-

Consultant fees

-

34

Total operating expenses

$ 140

$ 48,212

Net profit (loss) from operations

442

(48,212 )
Other income (expense)

325

(5 )
Net profit (loss) before discontinued operations

$ 767

$ (48,217 )
Income(expense) from discontinued operations

-

(1 )
Net profit (loss)

$ 767

$ (48,218 )

Basic and diluted (loss) per share:

Income (Loss) per share from continuing operations

$ 0.13

$ (4.93 )
Income (Loss) per share - discontinued

-

(4.93 )
Weighted average shares outstanding - basic

5,993,443

9,773,357

See accompanying notes to unaudited consolidated financial statements.

5
Table of Contents
Everything Blockchain, Inc.
and SUBSIDIARIES
Consolidated Statements of Changes in Stockholders’ Equity
(In thousands except than share amount)
For the quarter ending April 30, 2021

Total

Additional

Accumulated

Stockholders’

Preferred Stock

Common Stock

Paid-in

Income

Equity

Shares

Amount

Shares

Amount

Capital

(Deficit)

(Deficit)

Balance – January 31, 2021

800,000

$ 0

5,974,125

$ 1

$ 54,946

$ (53,408 )

$ 1,539

Warrant exercise

-

-

100,000

0

100

-

100

Net gain (loss)

-

-

-

-

-

767

767

Balance – April 30, 2021

800,000

$ 0

6,074,125

$ 1

$ 55,046

$ (52,641 )

$ 2,406

~~OBITX, INC~~
~~and SUBSIDIARIES~~
~~Consolidated Statements of Changes in Stockholders’ Equity for Nine Months Ended October 31, 2020~~

Total

Preferred Stock

Common Stock

Additional
Paid-in

Accumulated
Income

Stockholders’
Equity

Shares

Amount

Shares

Amount

Capital

(Deficit)

(Deficit)

Balance – January 31, 2020

-

$ -

10,460,000

$ 1,046

$ 3,500,892

$ (4,109,445 )

$ (607,507 )
Conversion of common to series B preferred

500,000

50

(5,000,000 )

(500 )

450

-

Conversion of accounts payable

-

-

246,317

25

1,662,640

1,662,665

Issuance of Series A preferred

150,000

15

-

-

40,137,773

40,137,788

Issuance of series B preferred

150,000

15

-

-

6,548,173

6,548,188

Imputed Interest

-

-

-

-

(52,705 )

-

(52,705 )
Interest receivable - related party

55,232

55,232

Shares issued for service

153,846

15

1,038,445

1,038,460

Sale of assets

1,900,000

1,900,000

Warrant exercise

20,000

2

19,998

20,000

Net loss

-

-

-

-

(49,405,874 )

(49,405,874 )
Balance – October 31, 2020

800,000

$ 80

5,880,163

$ 588

$ 54,810,898

$ (53,515,319 )

$ 1,296,247

~~OBITX, INC~~
~~and SUBSIDIARIES~~
~~Consolidated Statements of Changes in Stockholders’ Equity for Nine Months Ended October 31, 2019~~
~~(Restated)~~

Total

Preferred Stock

Common Stock

Additional
Paid-in

Accumulated
Income

Stockholders’
Equity

Shares

Amount

Shares

Amount

Capital

(Deficit)

(Deficit)

Balance – January 31, 2019

100,000

10

5,460,000

546

3,486,104

(3,921,253 )

(434,593 )
Conversion of preferred to common

(100,000 )

(10 )

5,000,000

500

(490 )

-

-

Imputed Interest

11,427

11,427

Net loss

-

-

-

-

-

(144,432 )

(144,432 )
Balance – October 31, 2019

-

$ -

10,460,000

$ 1,046

$ 3,497,041

$ (4,065,685 )

$ (567,598 )
Everything Blockchain, Inc.
and SUBSIDIARIES
Consolidated Statements of Changes in Stockholders’ Equity
(In thousands except than share amount)
For the quarter ending April 30, 2020

Total

Additional

Accumulated

Stockholders'

Preferred Stock

Common Stock

Paid-in

Income

Equity

Shares

Amount

Shares

Amount

Capital

(Deficit)

(Deficit)

Balance – January 31, 2020

-

$ -

10,460,000

$ 1

$ 3,501

$ (4,109 )

$ (608 )
Conversion of common to series B preferred

500,000

-

(5,000,000 )

(1 )

(0 )

(1 )
Conversion of accounts payable

-

-

246,317

0

1,664

1,664

Issuance of Series A preferred

150,000

-

-

-

41,068

41,068

Issuance of series B preferred

150,000

-

-

-

6,629

6,629

Imputed Interest

-

-

-

-

4

4

Net gain (loss)

-

-

-

-

(48,218 )

(48,218 )
Balance – April 30, 2020

800,000

$ 0

5,706,317

$ 1

$ 52,866

$ (52,327 )

$ 539

See accompanying notes to unaudited consolidated financial statements.


6
Table of Contents
~~OBITX, Inc.~~
~~and SUBSIDIARIES~~
~~Consolidated Statements of Cash Flows~~
~~For the nine months ended October 31,~~

2020

2019

Cash flows from operating activities:

(Restated)

Net (Loss)

$ (49,405,874 )

$ (144,432 )
Adjustments to reconcile net loss to net

Cash provided by (used in) operating activities:

Stock based compensation

49,204,508

-

Realized gain on investment in cryptocurrency, net

143,564

Imputed interest

10,886

11,427

Decrease (Increase) in:

Accounts payable/receivable to related party, net

(22,845 )

-

Accrued interest

4,449

(4,169 )
Prepaid expenses and other current assets

(250 )

149

Accounts payable

(18,290 )

128,875

Interest receivable from related party, net

(55,232 )

-

Reserve for settlement accounts

154,307

-

Net cash used in operating activities

$ 15,223

$ (8,150 )
Cash flows from financing activities:

Borrowing from (payment to) related party

(5,242 )

8,150

Loss from issuance of stock, net

(9,916 )

-

Net cash provided by financing activities

$ (15,158 )

$ 8,150

Net change in cash

65

-

Cash at beginning of year

-

-

Cash as of October 31,

$ 65

$ -

Supplemental Disclosure of Cash Flows Information:

Cash paid for interest

$ 13

$ -

Cash paid for income taxes

$ -

$ -

Non-cash Investing and Financing Activities:

Conversion of accounts payable to related party to common stock

$ 195,316

$ -

Conversion of preferred stock to common stock

$ -

$ 500

Issuance of preferred stock for inventory

$ 15

$ -

Conversion of AP with assets held for sale

$ -

$ 408,166

Sale of software to related party

$ 1,900,000

$ -

Repayment to related party via cryptocurrency

$ 218,256

$ -

~~See accompanying notes to unaudited consolidated financial statements.~~
Everything Blockchain, Inc.
and SUBSIDIARIES
Statements of Cash Flows
(In thousands)
For the three months ended April 30,

2021

2020

Cash flows from operating activities:

Net (Loss)

$ 767

$ (48,218 )
Adjustments to reconcile net loss to net

Cash provided by (used in) operating activities:

Stock based compensation

-

48,153

Realized gain on investment in cryptocurrency, net

17

-

Imputed interest

-

4

Decrease (Increase) in:

Accounts payable to related party

634

-

Reverse of bad debt

(233 )

Accrued interest

(11 )

1

Prepaid expenses and other current assets

1

-

Accounts payable, accrued expenses and taxes payable

17

45

Deferred revenue

200

-

Net cash used In operating activities

$ 1,394

$ (15 )
Cash flows from investing activities:

Increase (Decrease) in:

Acquisition of cryptocurrencies, net

(1,953 )

-

Net cash received in investing activities

$ (1,953 )

-

Cash Flows From Financing Activities:

Borrowing from (payment to) related party

500

15

Proceeds from Issuance of Stock, Net

100

0

Net Cash Provided By Financing Activities

$ 600

$ 15

Net Change in Cash

41

0

Cash at Beginning of Year

-

-

Cash at End of Year

$ 41

$ 0

Supplemental Disclosure of Cash Flows Information:

Cash paid for interest

$ -

$ -

Cash paid for income taxes

$ -

$ -

Non-cash Investing and Financing Activities:

Loan of cryptocurrency

$ 500

$ -

Accounts receivable settlement for Render Payment

$ 233

$ -

Impairment of cryptocurrencies, net

$ 18

$ -

See accompanying notes to unaudited consolidated financial statements.

7
Table of Contents

~~OBITX,~~Everything Blockchain, Inc.
Notes to Consolidated Financial Statements
(Unaudited)

Note 1. Organization and Basis of Presentation

The accompanying unaudited financial statements of ~~OBITX,~~Everything Blockchain, Inc., (the “Company”, “we”, “our”), have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”).

Basis of Presentation
The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany accounts and transactions have been eliminated.

The consolidated financial statements include the accounts of the Company and its ~~wholly-owned subsidiaries, Haute Jobs,~~wholly owned subsidiary, Render Payment, LLC, (“~~HAUTE”), Campaign Pigeon, LLC, (“CAMP”), and altCUBE, Inc., (“altCUBE”~~Render”). ~~altCUBE was closed on December 31, 2018. HAUTE and CAMP were closed in fiscal year ending January 31, 2020.~~

Description of Business
The Company was incorporated in the State of Delaware on March 30, 2017 originally under the name GigeTech, Inc. On October 31, 2017 the Company changed its name to OBITX, Inc., and updated its Articles of Incorporation through unanimous consent of its shareholder, MCIG. The Company is headquartered in Fleming Island, Florida.

The ~~Company earned~~Company’s early model was to earn revenue through social media advertising, fees, and services. Under ~~its~~this plan, the Company developed its white label software solution for ~~MCIG~~BOTS under the 420 Cloud ~~brand~~brand. After multiple attempts to secure acceptance in ~~support of~~ the ~~cannabis industry. The~~market, the Company discontinued this operation during the fiscal year ended January 31, 2020.

In April 2020 the Company divested and sold its white label software solution and changed direction of its business. The ~~company is expanding its services~~Company has become a developer, engineer, and ~~solutions~~consultant in ~~software development and internet advertising and promotion into~~ the industry of blockchain technologies.
~~On December 10, 2018 OBITX, Inc became a publicly reporting company. The Company began trading under the stock symbol “OBTX” on March 24, 2020.~~

Subsidiaries of the Company
On April 26, 2021, in a settlement agreement with Render Payment, LLC owners, the Company became the sole owner of Render Payment, LLC, in exchange for an outstanding accounts receivable the company impaired in 2019. The company had three subsidiaries which have all been discontinued. We incorporated Haute Jobs, LLC on May 10, 2018 in the state of Wyoming. We incorporated Campaign Pigeon, LLC on May 10, 2018 in the state of Wyoming. We incorporated altCUBE, Inc., on June 4, 2018 in the state of Wyoming. The subsidiaries were consolidated for the threesettlement was considered a related party transaction and ~~nine months ended October 31, 2019. None of the subsidiaries~~ conducted ~~business in the three months and nine months ended October 31, 2020.~~as an arm’s length transaction approved by board members not associated with Render Payment.

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, the wholly owned subsidiaries of ~~HAUTE, CAMP, and altCUBE.~~Render Payment, LLC.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The most significant estimates include: revenue recognition; sales returns and other allowances; allowance for doubtful accounts; valuation of inventory; valuation and recoverability of long-lived assets; property and equipment; contingencies; and income taxes.

On a regular basis, management reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews, and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

8
Table of Contents
~~Revenue Recognition Policies~~
We intend to earn revenue from the subscription, non-software related hosted services, term-based and perpetual licensing of software products, associated software maintenance and support plans, consulting services, training, and technical support.
On February 1, 2018, we adopted Topic 606, using the modified retrospective transition method applied to those contracts which were not completed as of February 1, 2018. Results for reporting periods beginning after February 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting. The impact of adopting the new revenue standard was not material to our financial statements and there was no adjustment to beginning retained earnings on February 1, 2018.
Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.
~~We determine revenue recognition through the following steps:~~
·
~~identification of the contract, or contracts, with a customer;~~
·
~~identification of the performance obligations in the contract;~~
·
~~determination of the transaction price;~~
·
~~allocation of the transaction price to the performance obligations in the contract; and~~
·
~~recognition of revenue when, or as, we satisfy a performance obligation.~~

Concentration of Credit Risk and Significant Customers
Financial instruments which potentially subject the Company to a concentration of credit risk consist principally of temporary cash investments and accounts receivable. The Company places its temporary cash investments with financial institutions insured by the FDIC.

Concentrations of credit risk with respect to trade receivables and commodities are limited due to the diverse group of customers to whom the Company provides services to. The Company establishes an allowance for doubtful accounts when events and circumstances regarding the collectability of its receivables or the selling of its commodities warrant based upon factors such as the credit risk of specific customers, historical trends, other information and past bad debt history. The outstanding balances are stated net of an allowance for doubtful accounts.

Revenues from one customer represent $1,000,000 and $0 of the company’s revenue for the periods ended April 30, 2021 and 2020, respectively.
Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company may occasionally maintain amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high-quality financial institutions. The Company had $0 in excess of federally insured limits on ~~October 31, 2020,~~April 30, 2021, and January 31, ~~2020.~~2021.

For the ~~nine months~~quarter ended ~~October 31,~~April 30, 2020 there was $0$101,000 in ~~accounts~~interest receivable and $0$90,000 for the year ended January 31, ~~2020.~~2021.

Cash and Cash Equivalents
The Company includes in cash and cash equivalents all short-term, highly liquid investments that mature within three months of the date of purchase. Cash equivalents consist principally of investments in interest-bearing demand deposit accounts and liquidity funds with financial institutions and are stated at cost, which approximates fair value. For cash management purposes, the company concentrates its cash holdings in an account at ~~Bank of America.~~Radius Bank. The Company had ~~$65 and $0~~no cash equivalents as of ~~October 31, 2020,~~April 30, 2021, or January 31, ~~2020.~~2021.

Basic and Diluted Net Earnings (Loss) Per Share
The Company follows ASC Topic 260 – Earnings Per Share, and FASB 2015-06, Earnings Per Share to account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.

Commitments and Contingencies
The Company reports and accounts for its commitments and contingencies in accordance with ASC 440 – Commitments and ASC 450 – Contingencies. We recognize a loss on a contingency when it is probable a loss will incur and that the amount of the loss can be reasonably estimated. The Company recognized $0 as a loss on contingencies in the three month periods ending April 30, 2021 and ~~nine month ending October 31, 2020 and October 31, 2019.~~
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April 30, 2020.

Note 3. Going Concern

The Company’s financial statements are prepared using generally accepted accounting principles, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because the business is new and has a limited history, no certainty of continuation can be stated. The accompanying financial statements for the ~~three~~quarter ended April 30, 2021 and ~~nine months ended October 31, 2020 and the year ended January 31,~~April 30, 2020, has been prepared to assume that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.
The Company has negative cash flow and there are no assurances the Company will generate a profit or obtain positive cash flow. The Company has sustained its solvency through the support of its related parties, which raise substantial doubt about its ability to continue as a going concern.

Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations in the next twelve months. Management has devoted a significant amount of time to the raising of capital from additional debt and equity financing. However, the Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating revenue. There are no assurances the Company will receive the necessary funding or generate the revenue necessary to fund operations. The financial statements contain no adjustments for the outcome of this uncertainty.

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Note 4. Revenue
Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.
We determine revenue recognition through the following steps:
·
Identification of the contract, or contracts, with a customer;
·
Identification of the performance obligations in the contract;
·
Determination of the transaction price
·
Allocation of the transaction price to the performance obligations in the contract; and,
·
Recognition of revenue when, or as, we satisfy a performance obligation.
The following table presents revenue of the Company disaggregated by revenue source (in thousands):
Revenue

For the three months ended

April 30,

Net revenue

2021

2020

Transactional revenue

Consulting and services revenue

$ 1,040

$ -

Total transaction revenue

$ 1,040

$ -

Subscription and services revenue

Staking revenue

41

-

Total subscription and services revenue

$ 41

$ -

Total net revenue

$ 1,081

$ -

Other revenue

Crypto asset sales revenue

61

-

Interest income

11

-

Total other revenue

$ 72

$ -

Total revenue

$ 1,153

$ -

Transaction revenue
The Company charges a fee for its services at the transactional level. We provide a service and charge a fee for provided those services. Currently the Company is engaged in developing, engineering, and designing blockchain projects, to include platforms and cryptocurrencies for customers. We typically treat all revenue generated from third parties for services as transaction revenue.
Subscription and service revenue
Subscription and service revenue primarily consist of staking revenue. The Company participates in networks with proof-of-stake consensus algorithms, through creating or validating blocks on the network. In exchange for participating in the consensus mechanism of these networks, the Company earns rewards in the form of the native token of the network. Each block creation or validation is a performance obligation. Revenue is recognized at the point when the block creation or validation is complete, and the rewards are available for transfer. Revenue is measured based on the number of tokens received and the fair value of the token at the date of recognition.
Other revenues
The Company includes Interest income as a part of revenue when generated from non-cash or cash equivalents as other revenue within net revenue. Interest earned on cash and cash equivalents is included in corporate interest income, within other income.
Other revenue also includes the sale of crypto assets. The Company records the total value of the sale in other revenue and the cost of the crypto assets in other operating expenses within the consolidated statements of operations.
86% of the revenue generated by the Company has come from customer in the European theatre.
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Note 5. Notes
On March 17, 2021 the Company entered into a loan agreement for $500,000 with Epic Industry Corp, a wholly owned company of Michael Hawkins, the Company’s CFO. The loan was financed with $500,000 of GUSD cryptocurrency tokens, a stable coin. The interest rate is 3% per annum. The loan is due in full on April 1, 2022.
Note 6. Related Party Transactions

~~The Company entered a Line of Credit with BOTS, Inc., (formerly known as MCIG, Inc.), for up to $500,000 in funding on November 1, 2016. The Line of Credit terminated on~~During the three months ending April 30, ~~2019. It was given at a 0% interest rate~~2021 and ~~is payable upon termination date with the option to convert the agreement into equity at a 15% discount to the then current market rate. The Line~~year ended January 31, 2021 Overwatch Partners paid multiple different expenses on behalf of ~~Credit was reinstated and increased to $1,000,000 on January 1, 2018 and expired January 1, 2020. On August 30, 2020~~ the Company, entered into a settlement agreement with BOTS and paid the debt in full with 27,000,000 BIT tokens. Total payment of BIT tokens equated to $223,479 (see Note 10 - Cryptocurrency Assets). As of October 31, 2020, and January 31, 2020, the amount outstanding on the Line of Credit owed to BOTS was $0 and $218,257, respectively. The imputed interest of this line of credit for the three and nine months (as adjusted for payoff) ended October 31, 2020 was $2,546 and $10,185, respectively.
~~On June 14, 2018~~which the Company ~~entered a Line~~treats as an account payable to related party. The total amount owed by the Company to Overwatch Partners as of ~~Credit with APO Holdings, LLC~~April 30, 2021 was $22,862. The amount owed for up to $100,000 at any one time. The Line of Credit may be cancelled at any time by either party providing 30 days written notice of cancellation. It was given at a 0.6% monthly interest rate (7.2% annualized interest rate) and may be paid at any time with no definitive payoff date. As of October 31, 2020, and January 31, 2020 the outstanding balance owed on the line of credit was $95,909 and $85,815, respectively. The accrued interest for the nine months ended October 31, 2020 and the year ended January 31, 2021 was $12,862.
During the quarter ended April 30, 2021 the Company booked $571,252 in consulting expense to Epic Industry Corp directly related to sales as per the terms of the Agreement.
During the quarter ended April 30, 2021 the Company booked $114,250 in payroll expense to Michael Hawkins, which represents 10% of the total sales during the quarter as per the terms of his Agreement.
On April 12, 2021 Epic Industry Corp, wholly owned by Michael Hawkins, the Company’s CFO, exercised the warrant it has and purchased 100,000 shares of common stock in exchange for $100,000. (See Note 7 – Stockholders’ Equity).
The Company issued seven warrants to its officers and directors which may purchase up to a total of 1,100,000 common shares of stock at $2.21 per share during the quarter ended April 30, 2021. (See Note 12 – Warrants).
On March 17, 2021 the Company borrowed $500,000 from Epic Industry Corp, a wholly owned company of Michael Hawkins, the Company’s Chairman and CFO. (See Note 5 – Notes)
On April 29, 2020 ~~was $12,865 and $8,412 respectively. The interest expense for~~ the ~~three months and nine months ended October 31,~~Company converted 5,000,000 shares of common stock owned by BOTS, Inc., into 500,000 shares of Series B Preferred stock (see Note 7 – Stockholders’ Equity).
On April 22, 2020 ~~was $1,495 and $4,451, respectively.~~the Company converted $104,987 outstanding accounts payable to Paul Rosenberg into 130,128 shares of common stock of the company at $0.75 per share. (See Note 7 – Stockholder’s Equity)

On April 17, 2020 the Company issued 50,000 shares of Series A Preferred Stock to Epic Industry Corp and 100,000 shares of Series A Preferred Stock to Overwatch Partners, Inc for par value ($0.0001) for a total receipt of $15 paid by Epic Industry Corp. The Agreement was originally between the Company and Epic Industry Corp. The 100,000 shares of Series A Preferred was issued to Overwatch Partners at the discretion of Michael Hawkins, the sole owner of Epic Industry Corp. The Company’s CEO is 50% owner of Overwatch Partners. The issuance represents 33% of the Company’s stock on a fully diluted basis and 68% of voting control of the Company.Inc. (See Note 57 – Stockholder’s ~~Equity – Preferred Stock)~~Equity). The Company valued the stock under ASC 820 utilizing the Option Pricing Method to value conversion rights, and the Market Approach to value the voting control. The issuance of stock’s recorded value was $40,137,788.

On April 17, 2020 the Company issued 150,000 shares of Series B Preferred Stock to Paul ~~Rosenberg in exchange for 60 cryptocurrency ATM machines, which the Company believes has no retail or book value. The issuance represents 7% of the Company’s stock on a fully diluted basis.~~Rosenberg. (See Note 57 – Stockholder’s ~~Equity – Preferred Stock)~~Equity). The Company valued the stock under ASC 820 utilizing the Option Pricing Method to value conversion rights, and the Market Approach to value the voting control. The issuance of stock’s recorded value was $6,548,188.
During the nine months ending October 31, 2020 Overwatch Partners paid multiple different expenses on behalf of the Company, which the Company treats as an accounts payable to related party. The total amount owed by the Company to Overwatch Partners as of October 31, 2020 was $36,334. The imputed interest of this outstanding balance for the three and nine months ended October 31, 2020 was $460 and $701 respectively.
On April 22, 2020 the Company converted $104,988 outstanding accounts payable to Paul Rosenberg into 130,128 shares of common stock of the company at $0.75 per share. (See Note 5. Stockholder’s Equity)
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On April 29, 2020 the Company converted 5,000,000 shares of common stock owned by MCIG, Inc., into 500,000 shares of Series B Preferred stock. MCIG is restricted from converting the Series B Preferred stock into common stock for a period of 24 months from the conversion. There was no gain or loss on conversion due to conversion terms (see Note 5).
On May 13, 2020 the Company sold its 420 Cloud Software to First Bitcoin Capital, Inc., for the purchase price of $1,900,000. The $1,900,000 was paid through the transfer of $500,000 in BIT cryptocurrency and a $1,400,000 convertible promissory note. The Company received 122,968,776.18 BIT tokens at the price of $0.004066098 per token. The convertible promissory note has a simple interest fee of 9% per year and may be converted into First Bitcoin Capital Corp stock at a 10% discount to market or in additional BIT cryptocurrency tokens. The Note has no expiration date. The convertible note receivable is currently convertible into stock however, the liquidity of the stock on the exchange is inadequate for liquidation.
The Company has reclassified $154,307 of accounts payable – related party as a reserve for settlement – related party. The Company has reclassified this debt as management believes the fees represented by this amount that are due to the former CEO and several employees who worked directly for the former CEO in other projects are not due. Furthermore, if the fees were due, we believe we have offsetting transactions owed the Company by the former CEO. The Company has not proceeded with any legal actions at this time against the former CEO. We will continue to seek settlement of this amount allegedly owed.

Note 5.7. Stockholders’ Equity

Common Stock

As of ~~October 31, 2020~~April 30, 2021 and January 31, ~~2020,~~2021, the Company had 200,000,000 common shares authorized, with ~~5,880,163~~6,074,125 and ~~10,460,000~~5,974,125 common shares at a par value of $0.0001 issued and outstanding, respectively.
On April 12, 2021 Epic Industry Corp, wholly owned by Michael Hawkins, the Company’s CFO, exercised the warrant it has and purchased 100,000 shares of common stock in exchange for $100,000. Epic Industry Corp elected to issue the shares in the name of Timothy R Schucker and Anastasia Hawkins JTWROS, the daughter and son-in-law of Michael Hawkins.

On April 22, 2020 the Company converted the following accounts payable into shares of common stock at the rate of $0.75 per share. Based upon the stock price of $6.75 on April 22, 2020 the Company recorded the following stock-based compensation as part of the accounts payable conversion ~~action:~~action ($ in thousands except for shares issued):

Name

AP Balance

Shares Issued

FMV

Stock Based
Compensation

AP Balance

Shares Issued

FMV

Stock Based Compensation

Paul Rosenberg

$ 104,988

130,128

$ 878,364

$ 773,377

$ 105

130,128

$ 878

$ 773

Brandy Craig

68,995

88,455

597,071

528,076

$ 69

88,455

$ 597

$ 528

Law Offices of Carl G Hawkins

6,333

8,504

57,402

51,069

$ 6

8,504

$ 57

$ 51

Thomas G Amon

15,000

19,230

129,803

114,803

$ 15

19,230

$ 130

$ 115

Total

$ 195,316

246,317

$ 1,662,640

$ 1,467,325

$ 195

246,317

$ 1,662

$ 1,467

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On April 17, 2020 the Company issued 153,846 shares of common stock to Andrus Nomm in settlement of any potential liabilities the Company had due to the termination of his employment agreement. The common stock was booked as stock-based compensation in the amount of $1,038,446.
~~On September 1, 2020 the Law Offices of Carl G. Hawkins elected to exercise 20,000 common shares under its warrant at the price of $1.00 per share. The payment was offset by accounts payable.~~
Preferred Stock

Series A Preferred
As of ~~October 31, 2020~~April 30, 2021 and January 31, ~~2020,~~2021, the company had 1,000,000 Series A Preferred shares, par value $0.0001, authorized, with 150,000 and 0 Series A Preferred shares issued and outstanding, respectively. The Series A Preferred stock converts into common stock after 2 years since its issuance. The conversion rate for every 1 share of Series A Preferred stock is 50 shares of common stock. The Series A Preferred stock votes 1,000 shares of common stock for every 1 share. Each share of Series A Preferred stock votes 1,000 shares of common stock, has no redemption rights, receives no dividends and has preference in dissolution over Common Stock.

During the ~~nine months~~quarter ending ~~October 31,~~April 30, 2020 the Company sold 150,000 shares of Series A Preferred Stock to Epic Industry Corp at par value for a total payment of $15. Epic Industry Corp, through its sole shareholder directed the Company to issue 100,000 shares of Series A Preferred stock to Overwatch Partners, Inc., with the remaining 50,000 shares to Epic Industry Corp. The Company recorded the transaction at FMV of ~~$40,137,788~~$41,068,419 with the difference assigned as stock-based compensation. The Company valued the stock under ASC 820 utilizing the Option Pricing Method to value conversion rights, and the Market Approach to value the voting control.

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Series B Preferred
As of ~~October 31, 2020~~April 30, 2021 and January 31, ~~2020,~~2021, the company had 1,000,000 Series B Preferred shares, par value $0.0001, authorized, with 650,000 and 0 Series B Preferred shares issued and outstanding, respectively. The conversion rate for every 1 share of Series B Preferred stock is 10 shares of common stock. Each share of Series B Preferred stock votes 50 shares of common stock, has no redemption rights, receives no dividends and has preference in dissolution over Common Stock and Series A Preferred.

During the ~~nine months~~quarter ending ~~October 31,~~April 30, 2020 the Company issued 150,000 shares of Series B Preferred stock to Paul Rosenberg in exchange for 60 cryptocurrency ATM machines. Par value of $15 was recorded as inventory with the FMV of ~~$6,548,188~~$6,629,300 minus the par value being recorded as stock-based compensation. The Company valued the stock under ASC 820 utilizing the Option Pricing Method to value conversion rights, and the Market Approach to value the voting control.

On April 29, 2020 the Company converted 5,000,000 shares of common stock owned by BOTS, Inc., ~~(formerly known as MCIG, Inc.) converted 5,000,000 of its common shares~~ into 500,000 shares of Series B Preferred stock. ~~The conversion was according to the terms of~~BOTS is restricted from converting the Series B Preferred stock ~~and as such there~~into common stock for a period of 24 months from the conversion. There was no gain or loss on ~~the transaction. BOTS may not convert the Series B Preferred shares into common shares until 24 months have expired from the transaction.~~conversion due to conversion terms.

Note 6.8. Basic Income per Share before Non-Controlling Interest

Basic Income Per Share - The computation of basic and diluted loss per common share is based on the weighted average number of shares outstanding during each period.

For the three months ended

For the nine months ended

October 31,

October 31,

2020

2019

2020

2019

Basic and diluted (loss) per share:

Income (Loss) per share from continuing operations

$ (0.10 )

$ (0.00 )

$ (6.97 )

$ (0.02 )
Income (Loss) per share - discontinued

$ (0.00 )

$ (0.01 )

$ (0.00 )

$ (0.02 )
Weighted average shares outstanding - basic

5,872,554

10,460,000

7,156,979

10,460,000

The income per share for the quarter ended April 30, 2021 was $0.13 per share. The loss per share for the quarter ended April 30, 2020 was a loss of $4.93 per share.

The computation of basic loss per common share is based on the weighted average number of shares outstanding during the period.

Note 7.9. Discontinued Operations

~~On January 31,~~
On April 20, 2020 the company impaired the 420Cloud software, which was made effective on January 31, 2018. The Company recognized $800 in expenses from its discontinued operations for three months ended April 30, 2020.
Note 10. Commitments and Contingencies
The Company reports and accounts for its commitments and contingencies in accordance with ASC 440 – Commitments and ASC 450 – Contingencies. We recognize a loss on a contingency when it is probable a loss will incur and that the amount of the loss can be reasonably estimated. The Company recognized $0 as a loss on contingencies in the ~~following revenue (expense) from its discontinued operations for nine months~~quarters ended ~~October 31:~~

2020

2019

Other income (loss)

$ -

$ 8,497

Total income (expense) from discontinued operations

$ -

$ 8,497

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April 30, 2021 and 2020.

Note 8.11. Legal Proceedings
The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity.
Note 12. Warrants

On November 1, 2017 the Company issued 7 warrants to officers, directors, and investors for the purchase of up to 3,000,000 shares of common stock at $1.00 per share. The warrants expire on November 1, 2022 at 5:00 PM Eastern Standard Time. The warrants contain participation rights to any registration statement filed by the Company. ~~The Holder shall not be entitled~~In April 2020 the Company cancelled one warrant that authorized the purchase of up to ~~exercise their Warrant when the number~~250,000 shares of ~~shares exercised by the Warrant Holder would cause the Holder to exceed 4.99% of the total outstanding~~ common stock. Warrants have been exercised three times for a total of 75,000 shares of common stock for $75,000, which was paid $35,000 in cash and $40,000 as a reduction to accounts payable.
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On February 1, 2021 the Company issued 4 warrants to the Directors (Mark Gilroy, Michael Hawkins, Paul Rosenberg, and Robert Adams) for the purchase of up to a total consolidated 500,000 shares of common stock at $2.21 per share. Each warrant holder was authorized to purchase up to 125,000 shares of common stock. Under the vesting schedule 50,000 shares are vested upon signing and 25,000 per year for three consecutive years. The warrants expire on January 31, 2026 at 5:00 PM Eastern Standard Time.
On March 11, 2021 the Company issued 3 warrants to the Officers (Robert Adams, Eric Jaffe, and Michael Hawkins) for the purchase of up to a total consolidated 600,000 shares of common stock at $2.21 per share. Each warrant holder was authorized to purchase up to 200,000 shares of common stock. Under the vesting schedule 50,000 shares are vested upon signing and 50,000 per year for three consecutive years. The warrants expire on January 31, 2026 at 5:00 PM Eastern Standard Time.

A summary of warrant activity for three ~~and nine~~ months ended ~~October 31, 2020~~April 30, 2021 is as follows:

Weighted

Average

Conversion

Shares

Price

Warrants outstanding at January 31, 2020

3,000,000

$ 1.00

Exercised

20,000

$ 1.00

Granted

-

$ 1.00

Cancelled

250,000

$ 1.00

Warrants outstanding at July 31, 2020

2,730,000

$ 1.00

Weighted

Average

Conversion

Shares

Price

Warrants outstanding at January 31, 2021

2,675,000

$ 1.00

Exercised

100,000

$ 1.00

Granted

1,100,000

$ 2.21

Warrants outstanding at April 30, 2021

3,675,000

$ 1.36

Note ~~9. Sale~~13: Sale/acquisition of Assets toto/from Related Party
On April 26, 2021 the Company entered into a settlement agreement with Render Payment, LLC members. Under the settlement the Company became the sole owner of Render Payment, LLC. As part of the transaction the Company recognized other income of $233,359 as fair market value of the assets obtained under the settlement. The Company received two vehicles with FMV of $49,250 each and the Render Payment Processing Software with an FMV of $134,859.

On May 13, 2020 the Company sold its 420 Cloud Software to First Bitcoin Capital, Inc., for the purchase price of $1,900,000. The $1,900,000 was paid through the transfer of $500,000 in BIT cryptocurrency and a $1,400,000 convertible promissory note. The Company received 122,968,776.18 BIT tokens at the price of $0.004066098 per token. The convertible promissory note has a simple interest fee of 9% per year and may be converted into First Bitcoin Capital Corp stock at a 10% discount to market or in additional BIT cryptocurrency tokens. The Note has no expiration date. The convertible note receivable is currently convertible into stock that is thinly traded on the OTC Markets and since it was related party the credit is to equity. As of April 30, 2021 the Company has recorded as accrued interest on the note of $100,935.
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Note ~~10.~~14. Cryptocurrency Assets

~~During the three months ended October 31, 2020 the Company started transacting business with cryptocurrency assets.~~ The Company records ~~the asset~~cryptocurrency assets as an Intangible Asset with Infinite Life. We classify cryptocurrency that have a market value and substantial liquidity as Current Intangible ~~Assets. Cryptocurrency~~Assets, which we value at fair market value in accordance with Statement No. 157. Cryptocurrencies that do not trade on a market or have limited liquidity as classified as Non-current Intangible ~~Assets.~~Assets and are recorded on a cost basis. The following chart shows our cryptocurrency assets held for the ~~three~~quarter ended April 30, 2021 and ~~nine months~~for the year ended ~~October~~January 31, ~~2020:~~2021:

OBITX Cryptocurrency Holdings

Current Assets

Coin Symbol

Quantity

Cost Basis

FMV

HEX

15,681,861

40,083

143,630

Total for period ending 10/31/20

40,083

143,630

Non-Current Assets
Coin Symbol

Quantity

Cost Basis

FMV

PRES

2,000,000

14,917

19,675

BIT

20,720,420

82,885

235,260

Total for period ending 10/31/20

97,802

254,935

During the three months ended October 31, 2020 the Company expended the following cryptocurrency. We recognized revenue for the amount of the transaction above the cost basis in which we had a definitive agreement. Additionally, in accordance with IRS policies and standards for transacting with cryptocurrencies, we allocated the price of the cryptocurrency on the date the transaction occurred. Where the transferred amount exceeded the cost basis, we recognized revenue and when the cost basis was below the cost basis we recorded a reduction to revenue.
OBITX Cryptocurrency Holdings
From/TO

Quantity (BIT)

Cost Basis

Fair Value

Revenue

Overwatch

700,000

$ (2,111 )

$ 5,921

$ 3,811

Overwatch

43,038,800

(175,000 )

364,065

189,065

Paul Rosenberg

30,742,000

(125,000 )

254,452

129,452

Andrus Nomm

2,766,780

(11,250 )

22,901

11,651

BOTS

27,000,000

(109,785 )

223,479

113,694

Total for period ending 10/31/20

$ 447,673

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Everything Blockchain Cryptocurrency Holdings
Current Assets (in thousands)

As of

As of

April 30,
2021

January 31,
2021

Coin Symbol

FMV

FMV

BTC

$ 579

$ -

ETH

1

-

GUSD

191

-

HEX

1,305

123

$ 2,076

$ 123

Non-Current Assets (in thousands)

As of

As of

April 30,
2021

January 31,
2021

Coin Symbol

Cost Basis

Cost Basis

PRES

$ 3

$ 15

BIT

77

83

$ 80

$ 98

Note ~~11. Non-GAAP Accounting and GAAP Reconciliation – Net Income and EBITDA~~15. Subsequent Events

~~The~~In May 2021 the Company ~~reports all financial information required in accordance with generally accepted accounting principles (GAAP). The~~issued 5,000 shares of common stock to Sara Moline who will provide services as an executive assistant for the Company believes, however, that evaluating its ongoing operating results will be enhanced if it also discloses certain non-GAAP information because it is useful to understand OBITX’s performance that many investors believe may obscure OBITX’s ongoing operational results.for a probationary period of three months.

For example, OBITX uses non-GAAP net income (Adjusted Net Income), which excludes stock-based compensation, amortization of acquired intangible assets, impairment of intangible assets, costs from acquisitions, restructurings and other infrequently occurring items, non-cash deferred tax provision and litigation and related settlement costs. OBITX uses EBITDA and Adjusted Net Income, which adjusts net income (loss) for amortization of intangible assets, impairment of intangible assets, stock-based compensation, costs related to acquisitions, restructuring and other infrequently occurring items, settlement of litigation, gains or losses on dispositions, pro forma adjustments to exclude lines of business that have been acquired duringOn May 23, 2021 the ~~periods presented, current cash tax provision, depreciation, and interest expense (income), net.~~
Company entered into an Investor Relations agreement with RedChip Companies. The ~~company believes that excluding certain costs from Adjusted Net Income and EBITDA provides a meaningful indication to investors~~term of the ~~expected on-going operating performance~~agreement is for one year. The Company will pay $12,500 per month plus issue 75,000 shares of the company. Whenever OBITX uses such historical non-GAAP financial measures, it provides a reconciliation of historical non-GAAP financial measures to the most closely applicable GAAP financial measure. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measure.
~~The following tables reflect the non-GAAP Consolidated Statements of Operations for the three and nine months ended October 31, 2020 and 2019, respectively.~~

For the three months ended

For the nine months ended

October 31,

October 31,

2020

2019

2020

2019

Revenue from services

$ 701,709

$ -

$ 2,629,325

$ -

Total cost of sales

447,672

-

447,672

-

Gross income

$ 254,037

$ -

$ 2,181,653

$ -

Selling, general, and administrative

520

460

(3,290 )

1,847

Professional fees

25,135

-

64,723

5,257

Rent

1,176

3,007

1,960

3,421

Consultant fees

45,360

42,000

79,360

126,000

Total operating expenses

72,191

45,467

142,753

136,525

Net loss from operations

181,846

(45,467 )

2,038,900

(136,525 )
Other income (expense)

-

-

-

-

Gain on use of cryptocurrency assets

-

-

-

-

Net (loss) before discontinued operations

$ 181,846

$ (45,467 )

$ 2,038,900

$ (136,525 )
Income (expense) from discontinued operations

$ -

$ -

$ -

$ -

Net (loss)

$ 181,846

$ (45,467 )

$ 2,038,900

$ (136,525 )

Basic and diluted (loss) per share:

Income (Loss) per share from continuing operations

$ 0.03

$ (0.00 )

$ 0.30

$ (0.02 )
Income (Loss) per share - discontinued

$ (0.00 )

$ (0.00 )

$ (0.00 )

$ (0.02 )
Weighted average shares outstanding - basic

5,863,644

$ 10,460,000

6,889,892

$ 8,811,648

common stock.

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The following table is a reconciliation of the EBITDA and Adjusted Net Income (non-GAAP measures) to the Net Income with the GAAP Consolidated Statements of Operation for the three and nine months ended October 31, 2020 and 2019, respectively.
Adjusted Net Income Reconciliation

For the three months ended

For the nine months ended

October 31,

October 31,

2020

2019

2020

2019

CONSOLIDATED STATEMENT OF OPERATIONS:

Net Income (Loss)

$ (139,569 )

$ (40,769 )

$ (49,406,676 )

$ (144,432 )
Interest

2,605

-

21,458

21,102

Depreciation and amortization

-

-

-

-

EBITDA

$ (136,964 )

$ (40,769 )

$ (49,385,218 )

$ (123,330 )

Stock based compensation

-

-

49,204,508

-

Cryptocurrency gains (IFRS guidelines)

164,503

-

164,503

-

Gains not in ordinary course of business

-

-

1,900,000

-

Adjustments for settlement reserves

154,307

-

154,307

-

Adjustment for discontinued operations

-

(4,698 )

800

(13,195 )
Adjusted net income

$ 181,846

$ (45,467 )

$ 2,038,900

$ (136,525 )

~~Note 12. Commitments and Contingencies~~
~~The Company reports and accounts for its commitments and contingencies in accordance with~~ ~~ASC 440 – Commitments~~ ~~and~~ ~~ASC 450 – Contingencies~~. We recognize a loss on a contingency when it is probable a loss will incur and that the amount of the loss can be reasonably estimated. The Company recognized $0 as a loss on contingencies in the three and nine months ending October 31, 2020 and October 31, 2019.
~~Note 13. Explanation of Our Restatement~~
The Company is filing a restatement of its three and nine month Statements of Operations for the period ending October 31, 2019, which was filed with the Securities and Exchange Commission (“SEC”) on March 24, 2020 (the “Original Report”). The financial statements contained in our Quarterly Report on Form 10-Q for the period ended October 31, 2019 require restatement in order to correct the presentation of amortization of the software as a cost of good that had been previously impaired. In addition, certain other expenses were adjusted accordingly with a realization of income from discontinued operations added. The changes in our consolidated Statements of Operations are summarized, below.

For the three months ended

For the nine months ended

October 31, 2019

October 31, 2019

Original

Change

Restated

Original

Change

Restated

Depreciation expense

$ (121,159 )

$ 121,159

$ -

$ (363,477 )

$ 363,477

$ -

Total cost of sales

(121,159 )

121,159

-

(363,477 )

363,477

-

Gross loss

$ (121,159 )

$ 121,159

$ -

$ (363,477 )

$ 363,477

$ -

Selling, general, and administrative

711

(251 )

460

5,272

17,677

22,949

Professional fees

-

-

-

5,256

1

5,257

Rent

-

3,007

3,007

-

3,421

3,421

Consultant fees

42,000

-

42,000

126,000

-

126,000

Bad debt expense

-

-

-

4,500

(4,500 )

-

Amortization & depreciation expense

646

(646 )

-

1,938

(1,938 )

-

Total operating expenses

$ 43,457

$ 2,010

$ 45,467

$ 142,966

$ 14,661

$ 157,627

Net loss from operations

$ (164,516 )

$ 119,049

$ (45,467 )

$ (506,443 )

$ 348,816

$ (157,627 )
Other income (expense)

(1
)

1

-

-

-

-

Net income (loss) before discontinued operations

$ (164,517 )

$ 119,050

$ (45,467 )

$ (506,443 )

$ 348,816

$ (157,627 )
Income from discontinued operations

-

4,698

4,698

-

13,195

13,195

Net loss

$ (164,517 )

$ 119,050

$ (40,769 )

$ (506,443 )

$ 362,011

$ (144,432 )
~~Note 14. Subsequent Event~~
On December 5, 2020 the Law Offices of Carl G Hawkins elected to exercise a portion of his warrant where 20,000 shares of common stock were issued for the reduction of $20,000 in debt. Concurrently, Epic Industry Corp elected to exercise a portion of its warrant where 35,000 shares of common stock was issued for the reduction of $35,000 in accounts payable to related party.
~~On December 5, 2020 APO Holdings, LLC converted its outstanding debt in the amount of $97,404.16 at $2.50 per share for a total of 38,962 common shares.~~
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain statements in this section contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this report and not clearly historical in nature are forward-looking, and the words “may,” “will,” “should,” “could,” “would,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “projects,” “predicts,” “intends,” “potential,” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) generally are intended to identify forward-looking statements. Any statements in this report that are not historical facts are forward-looking statements. Actual results may differ materially from those discussed from time to time in the Company’s Securities and Exchange Commission filings. The Company undertakes no obligation to update or revise any forward-looking statement for events or circumstances after the date on which such statement is made except as required by law.

EXECUTIVE OVERVIEW
The executive overview of the MD&A highlights selected information and does not contain all of the information that is important to readers of this Quarterly Report on Form 10Q.
Our strong first quarter results reflect the strength of the crypto price cycle we entered in Q4 2020. We saw many crypto assets reach all time high prices, high levels of volatility, and increased interest across the entire blockchain. Crypto market capitalization reached nearly $2 trillion at the end of the first quarter compared to $1 trillion at the end of last quarter of the last fiscal year. We were well positioned to take advantage of this market trend.
Our involvement in certain development projects since revamping our operations in April 2020 has provided substantial amounts of cryptocurrencies at entry point levels during initial roll out of new platforms and products. Accepting these payments in cryptocurrencies has opened the doors to staking and interest earning at unprecedented rates within the markets which has compounded our growth. While we accept certain and inherent risks associated with the volatility of the current blockchain markets, our involvement with clients birthing new products limits our risks to time, effort, and energy risks which shields us from the blockchain markets rise and falls. While we are not immune to the variances within the market, our basis of entry is often low and as such can withstand the day-to-day valuations of the market.
Despite our strong first quarter results, the rapid expansion of Blockchain also creates challenges for us. Competition is increasing as new market entrants join the blockchain every month. Our competitors are supporting certain crypto assets that are experiencing large trading volume and growth in market capitalization that we do not currently participate in, as well as offering new products and services that we are developing and/or do not offer. We welcome these challenges as they indicate that the market we serve is growing rapidly, but we also have to continue to move quickly to address them, and that inspires us towards action and growth.
HISTORY AND BACKGROUND

~~We were~~Company Name
The Company was incorporated in the State of Delaware on March 30, 2017 originally under the name GigeTech, Inc. On October 31, 2017, the Company changed its name to OBITX, Inc. On May 23, 2021, the Company changed its name from OBITX, Inc., ~~and updated its Articles of Incorporation through unanimous consent of its shareholder, MCIG.~~ to Everything Blockchain, Inc.
The Company is headquartered in Fleming Island, Florida.

The Company’s original business was to provide computer related services. The Company’s developed and acquired Internet publishing and broadcasting and web search portals. We published and generate textual, audio, and/or video content on the Internet, and operate websites that use a search engine to generate and maintain extensive databasesChange of ~~internet addresses and content. The Company discontinued this line of operations on April 17, 2020.~~Control

The Company ~~is engaged in~~was founded as a wholly owned subsidiary of BOTS, Inc. On November 1, 2017, the ~~business~~Company had its first change of ~~digital cryptocurrency~~control when additional shares were issued to the Company’s management and ~~blockchain development and consulting.~~consultants. In addition, BOTS conducted a spin-off issuing shares of ownership of the Company to its shareholders. On April 17, 2020 shares of Series A Preferred stock were issued to two parties effecting the Company’s second change of control.
Business Model

The Company’s early model was to earn revenue through social media advertising, fees, and services. Under this plan, the Company developed its white label software solution for BOTS under the 420 Cloud brand. After multiple attempts to secure acceptance in the market, the Company discontinued this operation during the fiscal year ended January 31, 2020.
In April 2020 the Company divested and sold its white label software solution and changed direction of its business. The Company has ~~incurred significant losses since inception~~become a developer, engineer, and as of October 31, 2020 has a working capital deficit. The Company’s consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilitiesconsultant in the ~~normal course~~industry of business. The Company’s ability to continue as a going concern is dependent on being able to raise the necessary funding to continue operations, through the exercise of warrants, issuance of shares to the public, debt financings, joint arrangements and other contractual arrangements, or being able to operate profitably in the future. These consolidated financial statements do not reflect the adjustments or reclassifications which would be necessary if the Company were unable to continue its operations in the normal course of business.blockchain technologies.
15
Table of Contents

GENERAL OVERVIEW

~~OBITX~~The Company is ~~engaged~~headquartered in the business of consulting and developing blockchain technologies. We believe that our services and future products will provide our consumers with an approach to blockchain implementation uniquely designed for them. We provide consulting services in various approaches to cryptocurrencies and blockchain technologies. Fleming Island, Florida.

Our current website can be found at www.obitx.com, which is not incorporated as part of this Form 10Q. In addition, we have acquired the domain www.everythingblockchain.io which is not incorporated as part of this Form 10Q, nor currently operational.

Corporate Information
Our principal executive office is located at 3027 US Highway 17, Fleming Island, Florida 32003 and our telephone number is (321) 802-2474.
Our fiscal year end is January 31 of each calendar year.

~~INDUSTRY OVERVIEW~~EMPLOYEES AND CONSULTANTS
A Blockchain is a decentralized and distributed digital ledger that is used to record transactions across many computers so that the record cannot be altered retroactively without the alteration of all subsequent blocks and the collusion of the network. The blockchain system has been designed to use nodes agreement to order transactions and prevent fraud so that records cannot be altered retroactively. The network orders transaction by putting them together into groups called blocks, each block contains a definite amount of transactions and a link to the previous block. Bitcoin, which is the name of the best-known cryptocurrency, is the one for which blockchain technology was invented. Blockchain is, quite simply, a digital, decentralized ledger that keeps a record of all transactions that take place across a peer-to-peer network.
Bitcoins are not the only type of Digital Assets founded on math-based algorithms and cryptographic security, although it is considered the most prominent as of the date of the filing of this Registration Statement. Over 2,000 other Digital Assets, (commonly referred to as “altcoins”, “tokens”, “protocol tokens”, or “digital assets”), have been developed since the Bitcoin Network’s inception, including Ethereum, Ripple, Litecoin, Dash, and HEX.
16
~~Table of Contents~~
~~Blockchain Technologies~~
~~Cryptocurrencies~~
Cryptocurrency is an encrypted decentralized digital currency transferred between peers and confirmed in a public ledger via a process known as mining. As of October 31, 2020, there are over 2,000 digital currencies in existence.
~~Blockchain Value~~
Cryptocurrencies are Digital Asset that is not a fiat currency (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization) and is not backed by hard assets or other credit. As a result, the value of cryptocurrencies is determined by the value that various market participants place on them through their transactions.
~~Exchange Valuation~~
Due to the peer-to-peer framework of cryptocurrencies, transferors and recipients of cryptocurrencies are able to determine the value of the cryptocurrency transferred by mutual agreement or barter with respect to their transactions. As a result, the most common means of determining the value of a cryptocurrency is by surveying one or more Exchanges where the cryptocurrency is publicly bought, sold and traded.
~~Uses of Cryptocurrencies~~
~~Global Cryptocurrency Market~~
Global trade in cryptocurrencies consists of individual end-user-to-end-user transactions, together with facilitated exchange-based trading. There is currently no reliable data on the total number or demographic composition of users on the global exchanges.
~~Goods and Services~~
Cryptocurrencies can be used to purchase goods and services, either online or at physical locations, although reliable data is not readily available about the retail and commercial market penetration of the various cryptocurrencies. To date, the rate of consumer adoption and use of cryptocurrencies for paying merchants has trailed the broad expansion of retail and commercial acceptance of cryptocurrency. Other markets, such as credit card companies and certain financial institutions are not accepting such digital assets. It is likely that there will be a strong correlation between the continued expansion of the Cryptocurrency Network and its retail and commercial market penetration.
~~Anonymity and Illicit Use~~
The Blockchain Network was not designed to ensure the anonymity of users, despite a common misperception to the contrary. All transactions are logged on the Blockchain and any individual or government can trace the flow of cryptocurrencies from one address to another. Off-Blockchain transactions occurring off the Network are not recorded and do not represent actual transactions or the transfer of cryptocurrencies from one digital wallet address to another, though information regarding participants in an Off-Blockchain transaction may be recorded by the parties facilitating such Off-Blockchain transactions. Digital wallet addresses are randomized sequences of 27-34 alphanumeric characters that, standing alone, do not provide sufficient information to identify users; however, various methods may be used to connect an address to a particular user’s identity, including, among other things, simple Internet searching, electronic surveillance and statistical network analysis and data mining. Anonymity is also reduced to the extent that certain Exchanges and other service providers collect users’ personal information, because such Exchanges and service providers may be required to produce users’ information in order to comply with legal requirements. In many cases, a user’s own activity on the Blockchain Network or on Internet forums may reveal information about the user’s identity.
Users may take certain precautions to enhance the likelihood that they and their transactions will remain anonymous. For instance, a user may send its cryptocurrencies to different addresses multiple times to make tracking the cryptocurrencies through the Blockchain more difficult or, more simply, engage a so-called “mixing” or “tumbling” service to switch its cryptocurrencies with those of other users. However, these precautions do not guarantee anonymity and are illegal to the extent that they constitute money laundering or otherwise violate the law.

As ~~with any other asset or medium~~ of ~~exchange, cryptocurrencies can be used to purchase illegal goods or fund illicit activities. The use~~April 30, 2021, the Company has 4 employees. There are currently 3 consultants who fulfill a majority of ~~cryptocurrencies for illicit purposes, however,~~the sales and marketing aspects of the business operations. Current management receives no base salary and is ~~not promoted~~paid 10% of the gross sales earned by the Blockchain Network or the user community as a whole. Furthermore, we do not believe our advertising, marketing, and consulting services has exposure to such uses because the services we provide are curated by our management and team.
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~~DESCRIPTION OF SUBSIDIARIES~~
There were three subsidiaries that were incorporated into the financials of OBITX for fiscal year 2020. All three subsidiaries were closed and the operations discontinued in the fiscal year ended January 31, 2020. We have incorporated them in this Form 10Q for historical reference of the period ending April 30, 2019. These three subsidiaries include altCUBE, Inc., which was incorporated on June 4, 2018 in the state of Wyoming. altCUBE, Inc. was created to provide services in the arena of promoting individual advertising solutions and enabling access to the financial crypto global market, providing modern, efficient, clean and intuitive user interface. The second was Campaign Pigeon, LLC, which was incorporated on May 10, 2018 in the state of Wyoming. Campaign Pigeon, LLC was created to provide services in the arena of online marketing and generating advertising. The third subsidiary was Haute Jobs, LLC, which was incorporated on May 10, 2018 in the state of Wyoming. Haute Jobs, LLC was created to provide services in the arena of job marketing and matching services, to perform an as an employment center.Company.

Available Information

All reports of the Company filed with the SEC are available free of charge through the SEC’s Web site at www.sec.gov. In addition, the public may read and copy materials filed by the Company at the SEC’s Public Reference Room located at 100 F Street, N.E., Washington, D.C. 20549. The public may also obtain additional information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, we evaluate our estimates, including those related to uncollectible receivables, inventory valuation, deferred compensation and contingencies.

We base our estimates on historical performance and on various other assumptions that we believe to be reasonable under the circumstances. These estimates allow us to make judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

We believe the following accounting policies are our critical accounting policies because they are important to the portrayal of our financial condition and results of operations and they require critical management judgments and estimates about matters that may be uncertain. If actual results or events differ materially from those contemplated by us in making these estimates, our reported financial condition and results of operations for future periods could be materially affected.

Results of Operations

~~Results of Operations for the three months ended October 31, 2020 and 2019~~
Our operating results for the three months ended ~~October 31,~~April 30, 2021 and 2020 ~~and 2019~~ is summarized as ~~follows:~~follows (in thousands):

For the three months ended

October 31,

2020

2019

Sales

$ 61,918

$ -

Total Cost of Sales

-

-

Gross (loss)

$ 61,918

-

Total operating expenses

674,170

45,467

Net (loss) from operations

$ (612,252 )

$ (45,467 )

For the three months ended

April 30,

2021

2020

Sales

$ 1,153

$ -

Cost of services

571

-

Gross income

582

-

Total operating expenses

140

(48,212 )
Net profit (loss) from operations

$ 442

$ (48,212 )

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Table of Contents
Results of Operations for the three months ended April 30, 2021 and 2020

Revenue

~~The company recognized $61,918~~We generated $1,153K in revenue for the quarter ending April 30, 2021 and no revenue from operations for the three months ended ~~October 31, 2020 as compared to $0 revenue~~April 30, 2020. Revenue generated for the ~~three months~~quarter ended ~~October 31,2019. The revenue was generated for~~April 30, 2021 consisted of $1,040K from consulting services, ~~provided to two clients.~~$41K from staking, $61K from the sale of cryptocurrency sales, and $11K in interest.

Cost of Goods Sold

The ~~company recognized no~~ cost ~~for~~of services ~~provided~~ for the ~~three months~~quarters ending ~~October 31, 2020 and 2019.~~April 30, 2021 was $571K as compared to $0 for the quarter ending April 30, 2020.

Gross ~~Profit/Loss~~Profit

The ~~company recognized $61,918 in~~ gross profit ~~from operations~~ for the ~~three months~~quarter ended ~~October 31, 2020~~April 30, 2021 was $582K as compared to $0 ~~gross profit~~ for the ~~three months~~quarter ended ~~October 31,2019.~~April 30, 2020.

Operating Expenses

Our operating expenses ~~increased~~decreased by ~~$628,703~~$48,072K to ~~$674,170~~$140K for the three months ended ~~October 31, 2020,~~April 30, 2021, from ~~$45,467~~$48,212K for the three months ended ~~October 31, 2019.~~April 30, 2020.

In the three months ended ~~October 31, 2020 professional fees were $25,135 increasing from $0 in the three months ended October 31, 2019. Our~~April 30, 2021 our consultant fees ~~increased~~of $0K decreased by ~~$605,339~~$34K from ~~$42,000~~$34K for the quarter ending ~~October 31, 2019 to $647,339~~April 30, 2020. Our payroll increased by $114K for the quarter ~~ending October 31,~~ended April 30, 2021. There was no payroll for the quarter ended April 30, 2020. Our selling, general and administrative costs were ~~increased~~reduced by ~~$60~~$48,153K to ~~$520~~$25K for the quarter ending ~~October 31, 2020~~April 30, 2021 from ~~$460~~$48,178K for the quarter ending ~~October 31, 2019.~~April 30, 2020.

Our general and administrative expenses consist of payroll , consultant fees, bank charges, telephone expenses, meals and entertainments, computer and internet expenses, postage and delivery, office supplies, ~~stock issuance as compensation,~~professional fees, legal, accounting, reporting fees, and other ~~expenses. Our professional fees include legal, accounting, and reporting~~miscellaneous fees.

Net ~~Income/~~Profit/Loss from operation

Our net profit/loss from operations increased by $48,654K to a net profit of ~~$139,569~~$442K for the three months ended ~~October 31, 2020 consisted primarily~~April 30, 2021 as compared to a net loss of the consulting expense and offset by other income. With consulting expenses $647,339, we increased our overall cost of operations by $628,703 from $45,467 in professional fees, consultant fees, and selling, general and administrative cost$48,212K for the quarter ~~ending October 31, 2019 to $674,170 for~~ended April 30, 2020. The difference primarily came from stock-based compensation expense recorded in the quarter ~~ending October 31,~~ended April 30, 2020.
~~Results~~ We had a $537K increase in consulting fees and an increase of ~~Operations for the nine months ended October 31, 2020 and 2019~~
~~Our operating results for the nine months ended October 31, 2020 and 2019 is summarized as follows:~~

For the nine months ended

October 31,

2020

2019

Sales

$ 61,918

$ -

Total Cost of Sales

-

-

Gross (loss)

61,918

-

Total operating expenses

49,949,240

157,627

Net (loss) from operations

$ (49,887,322 )

$ (157,627 )
~~Revenue~~
~~The company recognized $61,918~~$114K in revenue from operations for the nine months ended October 31, 2020 as compared to $0 revenue for the nine months ended October 31,2019. The revenue was generated for consulting services provided to two clients.
~~Cost of Goods Sold~~
~~The company recognized no cost for services provided for the nine months ending October 31, 2020 and 2019.~~
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~~Gross Profit/Loss~~
~~The company recognized $61,918 in gross profit from operations for the nine months ended October 31, 2020 as compared to $0 gross profit for the nine months ended October 31,2019.~~
~~Operating Expenses~~
~~Our operating expenses increased by $49,791,613 to $49,949,240 for the nine months ended October 31, 2020, from $157,627 for the nine months ended October 31, 2019.~~
In the nine months ended October 31, 2020 professional fees were $64,723 increasing from $5,257 in the nine months ended October 31, 2019. Our consultant fees increased by $555,339 from $126,000 for the nine months ending October 31, 2019 to $681,339 for the nine months ending October 31, 2020. Our selling, general and administrative costs were increased by $49,178,269 to $49,201,218 for the nine months ending October 31, 2020 from $22,949 for the nine months ending October 31, 2019.
Our general and administrative expenses consist of bank charges, telephone expenses, meals and entertainments, computer and internet expenses, postage and delivery, stock issuances as compensation, office supplies and other expenses. Our professional fees include legal, accounting, and reporting fees.
~~Net Income/Loss~~
~~Our net loss of $49,405,874 for the nine months ended October 31, 2020 which consisted primarily of the stock-based compensation expense.~~payroll. With the exception of the ~~$49,204,508~~ stock-based compensation expense we ~~increased our net loss by $49,261,442 to $49,405,874 for the nine months ending October 31, 2020 from $157,627 for the nine months ending October 31, 2019.~~had of an increase of $14K in selling, general and administrative cost.

Discontinued Operations

We recorded a loss of ~~$0 and $13,195~~$800 from discontinued operations for the ~~nine~~three months ended ~~October 31, 2020 and 2019. We recorded an increase of $13,195 from discontinued operations for the nine months ended October 31, 2019.~~April 30, 2020.

Liquidity and Capital Resources

Introduction

During the ~~nine~~three months ended ~~October 31, 2020~~April 30, 2021 we gained ~~$65~~$41K in cash. Our cash on hand as ~~October 31, 2020~~April 30, 2021 was ~~$65.~~$41K.

Cash Requirements

We had cash available of ~~$65~~$41K as of ~~October 31, 2020.~~April 30, 2021. Based on our revenues, cash on hand and current monthly burn rate, we must rely on financing ~~and the use of cryptocurrencies~~ to fund current operations on a daily basis.
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Table of Contents

Sources and Uses of Cash

Operations

We ~~generated $15,223~~gained $1,393K in cash by operating activities for the ~~nine~~three months ended ~~October 31, 2020,~~April 30, 2021, as compared to using ~~$8,150~~$15K for the ~~nine~~three months ended ~~October 31, 2019.~~April 30, 2020.
Net cash gained for the quarter ended April 30, 2021consisted primarily of the net profit of $767K with non-cash adjustments due to impairment of cryptocurrencies of $17K. In addition, changes in assets and liabilities consisted of increases of $634K in accounts payable to related party, $17K in accounts payable, $233K in reverse of bad debt, $200K in deferred revenue and $10K in accrued interest and a decrease of $1K in prepaid expenses.

Net cash used by operations for the quarter ended April 30, 2020 consisted primarily of the net loss of ~~$49,405,874~~$48,218K offset by non-cash expenses of ~~$49,204,508~~$48,513K in stock-based compensation ~~$10,886 in~~and $4K of imputed ~~interest, and $143,564 realized gain on investment in cryptocurrencies.~~interest. Additionally, changes in assets and liabilities consisted of increases of ~~$22,845~~$45K in accounts payable, ~~to related parties, $18,290 in accounts payable, $250 in prepaid expenses, $55,232 in interest receivable from a related party,~~ and ~~$4,449~~$1K in accrued ~~interest with an offset of $154,307~~interest.
Investments
We utilized $1,933K and $0 in ~~reserves~~investing activities for ~~potential legal settlements.~~the three months ended April 30, 2021 and April 30, 2020. The Company accepted payment and/or purchased $1,933K in cryptocurrencies for the quarter ended April 30, 2021.

Financing

We had net cash ~~used~~provided in financing activities of ~~$15,158~~$600K and $15K for the ~~nine months~~quarters ending ~~October 31,~~April 30, 2021 and 2020 ~~as compared to~~respectively. Our financing activities consisted of an increase of $500K in a ~~gain~~loan from a related party and $100K in net proceeds from the issuance of ~~$8,150~~stock for the ~~nine months~~quarter ending ~~October 31, 2019.~~
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April 30, 2021. In addition, we had a $15 net increase from loans from a related party for the quarter ending April 30, 2020.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that we consider material.

Going Concern

Our financial statements are prepared using generally accepted accounting principles, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because the business is relatively new and has a short history and relatively few sales, no certainty of continuation can be stated. The accompanying financial statements for the three ~~and nine~~ months ended ~~October 31,~~April 30, 2020 have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

Currently the company has a negative working capital as there have been a significant loss. The large accumulated deficit raises substantial doubt about its ability to continue as a going concern.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are a smaller reporting company and therefore, we are not required to provide information required by this Item of Form 10-Q.
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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management, including the principal executive officer and principal financial officer, to allow timely decisions regarding required disclosures.

We carried out an evaluation, under the supervision and with the participation of management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of ~~July 31, 2020.~~April 30, 2019. In designing and evaluating the disclosure controls and procedures, management recognizes that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.

Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in evaluating and implementing possible controls and procedures, management is required to apply its reasonable judgment. Based on the evaluation described above, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report because we did not document our Sarbanes-Oxley Act Section 404 internal controls and procedures.

As funds become available to us, we expect to implement additional measures to improve disclosure controls and procedures such as implementing and documenting our internal controls procedures.

Changes in internal controls over financial reporting

There have been no changes in our internal control over financial reporting during the ~~nine months~~quarter ended ~~October 31, 2020~~April 30, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Controls

A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The Company’s management, including its Principal Executive Officer and its Principal Financial Officer, do not expect that the Company’s disclosure controls will prevent or detect all errors and all fraud. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with associated policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not involved in any legal proceedings which management believes will have a material effect upon the financial condition of the Company, nor are any such material legal proceedings anticipated.

Item 1A. Risk Factors

As a smaller reporting company, we are not required to provide the information required by this Item.

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

~~None~~On April 12, 2021 Epic Industry Corp, wholly owned by Michael Hawkins, the Company’s CFO, exercised the warrant it has and purchased 100,000 shares of common stock in exchange for $100,000. Epic Industry Corp elected to issue the shares in the name of Timothy R Schucker and Anastasia Hawkins JTWROS, the daughter and son-in-law of Michael Hawkins.

On April 22, 2020 the Company converted the following accounts payable into shares of common stock at the rate of $0.75 per share.

Name	Shares Issued
Paul Rosenberg		130,128
Brandy Craig		88,455
Law Offices of Carl G Hawkins		8,504
Thomas G Amon		19,230
Total		246,317

During the quarter ending April 30, 2020 the Company sold 150,000 shares of Series A Preferred Stock to Epic Industry Corp at par value for a total payment of $15. Epic Industry Corp, through its sole shareholder directed the Company to issue 100,000 shares of Series A Preferred stock to Overwatch Partners, Inc., with the remaining 50,000 shares to Epic Industry Corp.

During the quarter ending April 30, 2020 the Company issued 150,000 shares of Series B Preferred stock to Paul Rosenberg in exchange for 60 cryptocurrency ATM machines.

On April 29, 2020 the Company converted 5,000,000 shares of common stock owned by BOTS, Inc., into 500,000 shares of Series B Preferred stock.

On May 19, 2021 the Company issued 5,000 shares of common stock to Sarah Moline for services provided.

On May 23, 2021 the Company issued 75,000 shares of common stock to RedChip Companies, Inc.

Item 3. Defaults Upon Senior Securities

There have been no events that are required to be reported under this Item.

Item 4. Mine Safety Disclosures

There have been no events that are required to be reported under this Item.

Item 5. Other Information

There have been no events that are required to be reported under this Item.

2220

Table of Contents

Item 6. Exhibits

31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1 *		Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2 *		Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema Document

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		XBRL Taxonomy Extension Label Linkbase Document

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

* Furnished herewith.

2321

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	~~OBITX,~~Everything Blockchain, Inc.

Dated: ~~January 3,~~June 2, 2021	By:	/s/ Eric Jaffe
	Its:	Eric Jaffe
		Chief Executive Officer (Principal Executive Officer)

Dated: June 2, 2021	By:	/s/ Michael Hawkins
	Its:	Michael Hawkins
	~~Its:~~	~~Chief Executive Officer~~ ~~(Principal Executive Officer)~~

~~Dated: January 3, 2021~~	~~By:~~	~~/s/ Michael Hawkins~~
		~~Michael Hawkins~~
	~~Its:~~	Chief Financial Officer (Principal Financial Officer)

	(unaudited)			(audited)
	October 31,			January 31,
	2020			2020
ASSETS
Current assets
Cash	$	65		$	-
Inventory		15			-
Prepaid expenses		250			-
Current – cryptocurrencies		40,083			-
Total current assets		40,413			-
Noncurrent assets
Notes receivable from related party		1,400,000			-
Interest receivable from related party		55,232			-
Noncurrent cryptocurrencies		97,802			-
Total noncurrent assets		1,553,034
Total assets	$	1,593,447		$	-

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued expenses	$	10,650		$	48,940
Accounts payable related party		36,334			254,495
Due to related party		95,909			304,072
Reserve for settlements - related party		154,307			-
Total current liabilities	$	297,200		$	607,507
Total liabilities	$	297,200		$	607,507
Stockholders’ equity
Series A Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 150,000 and 0 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.		15			-
Series B Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 650,000 and 0 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.		65			-
Common stock, $0.0001 par value, voting; 200,000,000 shares authorized; 5,880,163 and 10,460,000 shares issued and outstanding, as of October 31, 2020 and January 31, 2020, respectively.		588			1,046
Additional paid in capital		54,810,898			3,500,892
Accumulated deficit		(53,515,319	)		(4,109,445	)
Total stockholders’ equity	$	1,296,247		$	(607,507	)
Total liabilities and stockholders’ equity	$	1,593,447		$	-

*Everything Blockchain, Inc.*
*and SUBSIDIARIES*
*Consolidated Balance Sheets* (In thousands except number of shares and par value)

	(unaudited)			(audited)
	April 30,			January 31,
	2021			2021
ASSETS
Current assets
Cash	$	41		$	-
Interest receivable		101			90
Current cryptocurrencies, net		2,076			123
Prepaid expenses		-			1
Total current assets		2,218			214
Property, plant and equipment, net		233			-
Cryptocurrency, net		80			98
Loan receivable		1,400			1,400
Total assets	$	3,931		$	1,712

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued expenses	$	23		$	6
Accounts payable related party		647			13
Due to Related Party		501			-
Reserve for legal settlements		154			154
Deferred revenue		200			-
Total current liabilities	$	1,525		$	173
Total Liabilities	$	1,525		$	173
Stockholders’ equity
Common stock, $0.0001 par value, voting; 200,000,000 shares authorized;
6,074,125 and 5,974,125 shares issued and outstanding, as
of April 30, 2021 and January 31, 2021, respectively.		1			1
Additional paid in capital		55,046			54,946
Accumulated deficit		(52,641	)		(53,408	)
Total stockholders’ equity	$	2,406		$	1,539
Total liabilities and stockholders’ equity	$	3,931		$	1,712

See accompanying notes to unaudited consolidated financial statements.

*Everything Blockchain, Inc.*
*and SUBSIDIARIES*
*Consolidated Statements of Operations* (In thousands except number of shares and per share amount)
(unaudited)

	For the three months ended						For the nine months ended
	October 31,						October 31,
	2020			2019			2020			2019

				Restated						Restated
Revenue from services	$	61,918		$	-		$	61,918		$	-
Total cost of sales		-			-			-			-
Gross income	$	61,918		$	-		$	61,918		$	-
Selling, general, and administrative		520			460			49,201,218			22,949
Professional fees		25,135			-			64,723			5,257
Rent		1,176			3,007			1,960			3,421
Consultant fees		647,339			42,000			681,339			126,000
Total operating expenses		674,170			45,467			49,949,240			157,627
Net loss from operations		(612,252	)		(45,467	)		(49,887,322	)		(157,627	)
Other income (expense)		472,683			-			481,448			-
Gain on use of cryptocurrency assets		-			-			-			-
Net (loss) before discontinued operations	$	(139,569	)	$	(45,467	)	$	(49,405,874	)	$	(157,627	)
Income(expense) from discontinued operations	$	-		$	4,698		$	-		$	13,195
Net (loss)	$	(139,569	)	$	(40,769	)	$	(49,405,874	)	$	(144,432	)

Basic and diluted (loss) per share:
Income (Loss) per share from continuing operations	$	(0.10	)	$	(0.00	)	$	(6.97	)	$	(0.02	)
Income (Loss) per share - discontinued	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.02	)
Weighted average shares outstanding - basic		5,872,554		$	10,460,000			7,156,979		$	10,460,000

Everything Blockchain, Inc.
*and SUBSIDIARIES*
*Consolidated Statements of Changes in Stockholders’ Equity* (In thousands except than share amount)
For the quarter ending April 30, 2021

														Total
									Additional		Accumulated			Stockholders’
	Preferred Stock				Common Stock				Paid-in		Income			Equity
	Shares		Amount		Shares		Amount		Capital		(Deficit)			(Deficit)
Balance – January 31, 2021		800,000	$	0		5,974,125	$	1	$	54,946	$	(53,408	)	$	1,539
Warrant exercise		-		-		100,000		0		100		-			100
Net gain (loss)		-		-		-		-		-		767			767
Balance – April 30, 2021		800,000	$	0		6,074,125	$	1	$	55,046	$	(52,641	)	$	2,406

	2020			2019
Cash flows from operating activities:				(Restated)
Net (Loss)	$	(49,405,874	)	$	(144,432	)
Adjustments to reconcile net loss to net
Cash provided by (used in) operating activities:
Stock based compensation		49,204,508			-
Realized gain on investment in cryptocurrency, net		143,564
Imputed interest		10,886			11,427
Decrease (Increase) in:
Accounts payable/receivable to related party, net		(22,845	)		-
Accrued interest		4,449			(4,169	)
Prepaid expenses and other current assets		(250	)		149
Accounts payable		(18,290	)		128,875
Interest receivable from related party, net		(55,232	)		-
Reserve for settlement accounts		154,307			-
Net cash used in operating activities	$	15,223		$	(8,150	)
Cash flows from financing activities:
Borrowing from (payment to) related party		(5,242	)		8,150
Loss from issuance of stock, net		(9,916	)		-
Net cash provided by financing activities	$	(15,158	)	$	8,150
Net change in cash		65			-
Cash at beginning of year		-			-
Cash as of October 31,	$	65		$	-

Supplemental Disclosure of Cash Flows Information:
Cash paid for interest	$	13		$	-
Cash paid for income taxes	$	-		$	-

Non-cash Investing and Financing Activities:
Conversion of accounts payable to related party to common stock	$	195,316		$	-
Conversion of preferred stock to common stock	$	-		$	500
Issuance of preferred stock for inventory	$	15		$	-
Conversion of AP with assets held for sale	$	-		$	408,166
Sale of software to related party	$	1,900,000		$	-
Repayment to related party via cryptocurrency	$	218,256		$	-

*Everything Blockchain, Inc.*
*and SUBSIDIARIES*
*Statements of Cash Flows* (In thousands)
*For the three months ended April 30,*
	2021			2020
Cash flows from operating activities:
Net (Loss)	$	767		$	(48,218	)
Adjustments to reconcile net loss to net
Cash provided by (used in) operating activities:
Stock based compensation		-			48,153
Realized gain on investment in cryptocurrency, net		17			-
Imputed interest		-			4
Decrease (Increase) in:
Accounts payable to related party		634			-
Reverse of bad debt		(233	)
Accrued interest		(11	)		1
Prepaid expenses and other current assets		1			-
Accounts payable, accrued expenses and taxes payable		17			45
Deferred revenue		200			-
Net cash used In operating activities	$	1,394		$	(15	)
Cash flows from investing activities:
Increase (Decrease) in:
Acquisition of cryptocurrencies, net		(1,953	)		-
Net cash received in investing activities	$	(1,953	)		-

Cash Flows From Financing Activities:
Borrowing from (payment to) related party		500			15
Proceeds from Issuance of Stock, Net		100			0
Net Cash Provided By Financing Activities	$	600		$	15
Net Change in Cash		41			0
Cash at Beginning of Year		-			-
Cash at End of Year	$	41		$	0

Supplemental Disclosure of Cash Flows Information:
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-

Non-cash Investing and Financing Activities:
Loan of cryptocurrency	$	500		$	-
Accounts receivable settlement for Render Payment	$	233		$	-
Impairment of cryptocurrencies, net	$	18		$	-

See accompanying notes to unaudited consolidated financial statements.

·	~~identification of the contract, or contracts, with a customer;~~
·	~~identification of the performance obligations in the contract;~~
·	~~determination of the transaction price;~~
·	~~allocation of the transaction price to the performance obligations in the contract; and~~
·	~~recognition of revenue when, or as, we satisfy a performance obligation.~~

	·	Identification of the contract, or contracts, with a customer;
	·	Identification of the performance obligations in the contract;
	·	Determination of the transaction price
	·	Allocation of the transaction price to the performance obligations in the contract; and,
	·	Recognition of revenue when, or as, we satisfy a performance obligation.

Revenue
	For the three months ended
	April 30,
Net revenue	2021		2020
Transactional revenue
Consulting and services revenue	$	1,040	$	-
Total transaction revenue	$	1,040	$	-
Subscription and services revenue
Staking revenue		41		-
Total subscription and services revenue	$	41	$	-
Total net revenue	$	1,081	$	-
Other revenue
Crypto asset sales revenue		61		-
Interest income		11		-
Total other revenue	$	72	$	-
Total revenue	$	1,153	$	-

Name	AP Balance		Shares Issued		FMV		Stock Based Compensation		AP Balance		Shares Issued		FMV		Stock Based Compensation
Paul Rosenberg	$	104,988		130,128	$	878,364	$	773,377	$	105		130,128	$	878	$	773
Brandy Craig		68,995		88,455		597,071		528,076	$	69		88,455	$	597	$	528
Law Offices of Carl G Hawkins		6,333		8,504		57,402		51,069	$	6		8,504	$	57	$	51
Thomas G Amon		15,000		19,230		129,803		114,803	$	15		19,230	$	130	$	115
Total	$	195,316		246,317	$	1,662,640	$	1,467,325	$	195		246,317	$	1,662	$	1,467

	2020		2019

Other income (loss)	$	-	$	8,497
Total income (expense) from discontinued operations	$	-	$	8,497

			Weighted
			Average
			Conversion
	Shares		Price

Warrants outstanding at January 31, 2020		3,000,000	$	1.00

Exercised		20,000	$	1.00
Granted		-	$	1.00
Cancelled		250,000	$	1.00
Warrants outstanding at July 31, 2020		2,730,000	$	1.00

OBITX Cryptocurrency Holdings
Current Assets
Coin Symbol	Quantity		Cost Basis		FMV
HEX		15,681,861		40,083		143,630
Total for period ending 10/31/20				40,083		143,630

Non-Current Assets
Coin Symbol	Quantity		Cost Basis		FMV
PRES		2,000,000		14,917		19,675
BIT		20,720,420		82,885		235,260
Total for period ending 10/31/20				97,802		254,935

OBITX Cryptocurrency Holdings
From/TO	Quantity (BIT)		Cost Basis			Fair Value		Revenue
Overwatch		700,000	$	(2,111	)	$	5,921	$	3,811
Overwatch		43,038,800		(175,000	)		364,065		189,065
Paul Rosenberg		30,742,000		(125,000	)		254,452		129,452
Andrus Nomm		2,766,780		(11,250	)		22,901		11,651
BOTS		27,000,000		(109,785	)		223,479		113,694
Total for period ending 10/31/20								$	447,673

Everything Blockchain Cryptocurrency Holdings
Current Assets (in thousands)
	As of		As of
	April 30, 2021		January 31, 2021
Coin Symbol	FMV		FMV
BTC	$	579	$	-
ETH		1		-
GUSD		191		-
HEX		1,305		123
	$	2,076	$	123

Non-Current Assets (in thousands)
	As of		As of
	April 30, 2021		January 31, 2021
Coin Symbol	Cost Basis		Cost Basis
PRES	$	3	$	15
BIT		77		83
	$	80	$	98

Adjusted Net Income Reconciliation

	For the three months ended						For the nine months ended
	October 31,						October 31,
	2020			2019			2020			2019

CONSOLIDATED STATEMENT OF OPERATIONS:
Net Income (Loss)	$	(139,569	)	$	(40,769	)	$	(49,406,676	)	$	(144,432	)
Interest		2,605			-			21,458			21,102
Depreciation and amortization		-			-			-			-
EBITDA	$	(136,964	)	$	(40,769	)	$	(49,385,218	)	$	(123,330	)

Stock based compensation		-			-			49,204,508			-
Cryptocurrency gains (IFRS guidelines)		164,503			-			164,503			-
Gains not in ordinary course of business		-			-			1,900,000			-
Adjustments for settlement reserves		154,307			-			154,307			-
Adjustment for discontinued operations		-			(4,698	)		800			(13,195	)
Adjusted net income	$	181,846		$	(45,467	)	$	2,038,900		$	(136,525	)

	For the three months ended									For the nine months ended
	October 31, 2019									October 31, 2019
	Original			Change			Restated			Original			Change			Restated

Depreciation expense	$	(121,159	)	$	121,159		$	-		$	(363,477	)	$	363,477		$	-
Total cost of sales		(121,159	)		121,159			-			(363,477	)		363,477			-
Gross loss	$	(121,159	)	$	121,159		$	-		$	(363,477	)	$	363,477		$	-
Selling, general, and administrative		711			(251	)		460			5,272			17,677			22,949
Professional fees		-			-			-			5,256			1			5,257
Rent		-			3,007			3,007			-			3,421			3,421
Consultant fees		42,000			-			42,000			126,000			-			126,000
Bad debt expense		-			-			-			4,500			(4,500	)		-
Amortization & depreciation expense		646			(646	)		-			1,938			(1,938	)		-
Total operating expenses	$	43,457		$	2,010		$	45,467		$	142,966		$	14,661		$	157,627
Net loss from operations	$	(164,516	)	$	119,049		$	(45,467	)	$	(506,443	)	$	348,816		$	(157,627	)
Other income (expense)		(1	)		1			-			-			-			-
Net income (loss) before discontinued operations	$	(164,517	)	$	119,050		$	(45,467	)	$	(506,443	)	$	348,816		$	(157,627	)
Income from discontinued operations		-			4,698			4,698			-			13,195			13,195
Net loss	$	(164,517	)	$	119,050		$	(40,769	)	$	(506,443	)	$	362,011		$	(144,432	)