What changed in this filing

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Item 2. Management’s Discussion and Analysis

2023-11-14 compared with 2023-10-25 · 224 added, 225 removed, 300 unchanged (60% of the section changed)

20 unchanged sentences

are not limited to, statements about:

· our ability to successfully identify and acquire

additional businesses;

· our ability to effectively integrate and operate

the businesses that we acquire;

· our expectations around the performance of our

current businesses;

· our ability to maintain our business model and

improve our capital efficiency;

· our ability to effectively manage the growth

of our business;

· our lack of operating history and ability to

attain profitability;

· the competitive environment in which our businesses

· trends in the industries in which our businesses

· the regulatory environment in which our businesses

operate under;

· changes in general economic or business conditions

or economic or demographic trends in the United States, including changes in interest rates and inflation;

· our ability to service and comply with the terms

of indebtedness;

· our ability to retain or replace qualified employees

of our businesses;

· labor disputes, strikes or other employee disputes

or grievances;

· casualties, condemnation or catastrophic failures

with respect to any of our business’ facilities;

· costs and effects of legal and administrative

proceedings, settlements, investigations and claims;

· extraordinary or force majeure events affecting

the business or operations of our businesses.

our ability to successfully identify and acquire additional businesses;

our ability to effectively integrate and operate the businesses that we acquire;

our expectations around the performance of our current businesses;

our ability to maintain our business model and improve our capital efficiency;

our ability to effectively manage the growth of our business;

our lack of operating history and ability to attain profitability;

the competitive environment in which our businesses operate;

trends in the industries in which our businesses operate;

the regulatory environment in which our businesses operate under;

changes in general economic or business conditions or economic or demographic trends in the United States, including changes in interest rates and inflation;

our ability to service and comply with the terms of indebtedness;

our ability to retain or replace qualified employees of our businesses;

labor disputes, strikes or other employee disputes or grievances;

casualties, condemnation or catastrophic failures with respect to any of our business’ facilities;

costs and effects of legal and administrative proceedings, settlements, investigations and claims;

extraordinary or force majeure events affecting the business or operations of our businesses.

In some cases, you can identify forward-looking

36 unchanged sentences

Healthcare Business .

and Spine, PLLC, or Nova, which we acquired May 31, 2021, operates a group of regional primary specialty and ancillary care facilities

throughout Florida that provide traumatic injury victims with primary care evaluations, interventional pain management, and specialty

consultation services.

We focus on plaintiff related care are and a highly efficient provider of emergency medical condition, or EMC,

We provide a full range of diagnostic and surgical services for injuries and disorders of the skeletal system and associated

bones, joints, tendons, muscles, ligaments, and nerves.

From sports injuries, to sprains, strains, and fractures, our doctors are dedicated

to helping patients return to active lifestyles.

Nova Ortho and Spine, PLLC, or Nova, which we acquired May 31, 2021, operates a group of regional primary specialty and ancillary care facilities throughout Florida that provide traumatic injury victims with primary care evaluations, interventional pain management, and specialty consultation services.

We focus on plaintiff related care are and a highly efficient provider of emergency medical condition, or EMC, assessments.

We provide a full range of diagnostic and surgical services for injuries and disorders of the skeletal system and associated bones, joints, tendons, muscles, ligaments, and nerves.

From sports injuries, to sprains, strains, and fractures, our doctors are dedicated to helping patients return to active lifestyles.

Financial Services (Tax Resolution) Business .

Platinum Tax Defenders, or Platinum Tax, which we acquired on July 31, 2018, is a full-service tax resolution firm located in Los Angeles,

Since 2011, we have been assisting all types of taxpayers resolve any and all issues with the IRS and applicable state tax

We provide fee-based tax resolution services to individuals and companies that have federal and state tax liabilities by assisting

clients to settle outstanding tax debts.

Platinum Tax Defenders, or Platinum Tax, which we acquired on July 31, 2018, is a full-service tax resolution firm located in Los Angeles, California.

Since 2011, we have been assisting all types of taxpayers resolve any and all issues with the IRS and applicable state tax agencies.

We provide fee-based tax resolution services to individuals and companies that have federal and state tax liabilities by assisting clients to settle outstanding tax debts.

Real Estate Business .

Properties, Inc., or Edge View, which we acquired on July 16, 2014, is a real estate company that owns five (5) acres zoned medium density

residential (MDR) with 12 lots already platted, six (6) acres zoned high-density residential (HDR) that can be platted in various

configurations to meet current housing needs, and twelve (12) acres zoned in Lemhi County as Agriculture that is available for further

annexation into the City of Salmon for development, as well as a common area for landowners to view wildlife, provide access to the Salmon

River and fishing in a two (2) acre pond.

Salmon is known as Idaho’s premier whitewater destination as well as one of

the easier accesses to the Frank Church Wilderness Area - the largest wilderness in the lower 48 states.

Salmon’s airport has

service to Boise, Idaho and serves as a hub to access whitewater rafting start points and wilderness landing strips.

Management has

invested years working to develop a new and exciting housing development in Salmon, Idaho and plans to enter into a joint venture agreement

with a developer for this planned concept development.

Edge View Properties, Inc., or Edge View, which we acquired on July 16, 2014, is a real estate company that owns five (5) acres zoned medium density residential (MDR) with 12 lots already platted, six (6) acres zoned high-density residential (HDR) that can be platted in various configurations to meet current housing needs, and twelve (12) acres zoned in Lemhi County as Agriculture that is available for further annexation into the City of Salmon for development, as well as a common area for landowners to view wildlife, provide access to the Salmon River and fishing in a two (2) acre pond.

Salmon is known as Idaho’s premier whitewater destination as well as one of the easier accesses to the Frank Church Wilderness Area - the largest wilderness in the lower 48 states.

Salmon’s airport has service to Boise, Idaho and serves as a hub to access whitewater rafting start points and wilderness landing strips.

Management has invested years working to develop a new and exciting housing development in Salmon, Idaho and plans to enter into a joint venture agreement with a developer for this planned concept development.

We previously owned We Three, LLC dba Affordable

2 unchanged sentences

provided a “lease to own” option.

During the three months ended June 30, 2023 and

2022, we had three reportable operating segments as determined by management using the “management approach” as defined by

the authoritative guidance on Disclosures about Segments of an Enterprise and Related Information :

During the three months ended September 30, 2023

and 2022, we had three reportable operating segments as determined by management using the “management approach” as defined

by the authoritative guidance on Disclosures about Segments of an Enterprise and Related Information :

Financial Services (Platinum Tax)

25 unchanged sentences

We had no net liabilities of discontinued operations

at June 30, 2023 and December 31, 2022.

We had $0 and $35,542 of loss from discontinued operations for the six months ended June 30, 2023

at September 30, 2023 and December 31, 2022.

We had $0 and $363,895 of gain from discontinued operations for the three months ended September

30, 2023 and 2022, respectively.

We had $0 and $328,353 of gain from discontinued operations for the nine months ended September 30, 2023

and 2022, respectively.

Results of Operations

Comparison of Three Months Ended June 30,

Comparison of Three Months Ended September

30, 2023 and 2022

The following table sets forth key components

of our results of operations during the three months ended June 30, 2023 and 2022, both in dollars and as a percentage of our revenue.

June 30, 2023

June 30, 2022

of our results of operations during the three months ended September 30, 2023 and 2022, both in dollars and as a percentage of our revenue.

September 30, 2023

September 30, 2022

Financial services

9 unchanged sentences

Other income (expense)

Gain on forgiveness of debt

Interest expense and finance charge

Conversion cost

Penalties and fees

Amortization of debt discounts

Total other income (expense)

Total other expense, net

Net income (loss) before discontinued operations

Loss from discontinued operations

Gain from discontinued operations

Net income (loss)

Our total revenue increased

by $391,578, or 12.67%, to $3,482,810 for the three months ended June 30, 2023 from $3,091,232 for the three months ended June 30, 2022.

Such increase was primarily due to increases in revenue from the healthcare segment.

by $114,843, or 3.46%, to $3,438,124 for the three months ended September 30, 2023 from $3,323,281 for the three months ended September

Such increase was primarily due to an increase in revenue from the healthcare segment.

The financial services segment generates revenue

1 unchanged sentence

Revenue from the financial services segment decreased

by $353,710, or 74.94%, to $118,304 for the three months ended June 30, 2023 from $472,014 for the three months June 30, 2022.

Such decrease

was primarily due to the loss of sales leads from the discontinued service with Optima Tax Relief, which affected the significant revenue

reduction in the tax resolution business.

by $187,608, or 85.33%, to $32,264 for the three months ended September 30, 2023 from $219,872 for the three months ended September 30,

Such decrease was primarily due to the loss of sales leads from the discontinued service with Optima Tax Relief, which affected

the significant revenue reduction in the tax resolution business.

The healthcare segment generates revenue through

1 unchanged sentence

Revenue from the healthcare services segment increased by $302,451, or 9.75%, to $3,405,860

for the three months ended June 30, 2023 from $2,619,218 for the three months June 30, 2022.

Such increase was primarily due to increased

patients and Personal Injury Protection (PIP) services.

for the three months ended September 30, 2023 from $3,103,409 for the three months ended September 30, 2022.

Such increase was primarily

due to increased patients and Personal Injury Protection (PIP) services.

Cost of sales .

Our total cost of

sales increased by $6,368 or 0.58%, to $2,379,824 for the three months ended June 30, 2023 from $1,994,614 for the three months June 30,

Such increase was primarily due a decrease from the financial service segment, offset by an increase from the healthcare segment.

As a percentage of revenue, our total cost of sales was 31.67% and 35.48% for the three months ended June 30, 2023 and 2022, respectively.

sales decreased by $577,729 or 50.91%, to $557,028 for the three months ended September 30, 2023 from $1,134,757 for the three months

ended September 30, 2022.

Such a decrease was primarily due to a decrease in contractor services from the healthcare segment and terminated

employees in the financial services segment due to the decreased revenue from financial service segment.

As a percentage of revenue, our

total cost of sales was 16.20% and 34.15% for the three months ended September 30, 2023 and 2022, respectively.

Cost of sales for the financial services segment

1 unchanged sentence

Cost of sales for the financial services segment decreased by $34,359, or 85.98%,

to $21,297 for the three months ended June 30, 2023 from $112,776 for the three months June 30, 2022.

As a percentage of financial services

revenue, cost of sales was 0.61% and 3.65% for the three months ended June 30, 2023 and 2022, respectively.

to $5,604 for the three months ended September 30, 2023 from $39,963 for the three months ended September 30, 2022.

As a percentage of

financial services revenue, cost of sales was 0.16% and 1.20% for the three months ended September 30, 2023 and 2022, respectively.

a decrease was generally in line with the decrease in revenue from this segment.

Cost of sales for the healthcare segment consists

1 unchanged sentence

Cost of sales from the healthcare services

segment increased by $97,847, or 9.95%, to $1,081,689 for the three months ended June 30, 2023 from $983,842 for the three months June

As a percentage of healthcare revenue, cost of sales was 31.06% and 31.83% for the three months ended June 30, 2023 and 2022,

respectively.

This increase was due to increased surgical center fees and professional fees.

segment decreased by $543,370, or 49.63%, to $551,424 for the three months ended September 30, 2023 from $1,094,794 for the three months

ended September 30, 2022.

As a percentage of healthcare revenue, cost of sales was 16.04% and 32.94% for the three months ended September

30, 2023 and 2022, respectively.

This decrease was due to decreased surgical and laboratory contracted services.

Gross profit .

As a result of the

foregoing, our total gross profit increased by $385,210, or 19.31%, to $2,379,824 for the three months ended June 30, 2023 from $31,994,614

for three months ended June 30, 2022.

Our total gross margin (percent of revenue) was 68.33% and 64.52% for three months ended June 30,

2023 and 2022, respectively.

Gross profit for the financial services segment

decreased by $262,231, or 73.00%, to $97,007 for the three months ended June 30, 2023 from $359,238 for the three months June 30, 2022.

Gross margin (percent of revenue) for the financial services segment was 82.00% and 76.11% for the three months ended June 30, 2023 and

foregoing, our total gross profit increased by $692,572, or 31.65%, to $2,881,096 for the three months ended September 30, 2023 from $2,188,524

for three months ended September 30, 2022.

Our total gross profit (percent of revenue) was 83.80% and 65.85% for September 30, 2023 and

2022, respectively.

Gross profit for the financial services segment

decreased by $153,249, or 85.18%, to $26,660 for the three months ended September 30, 2023 from $179,909 for the three months ended September

Gross profit (percent of revenue) for the financial services segment was 82.63% and 81.82% for the three months ended September

30, 2023 and 2022, respectively.

Gross profit for the healthcare services segment

increased by $647,441, or 39.59%, to $2,282,817 for the three months ended June 30, 2023 from $1,635,376 for the three months ended June

Gross margin (percent of revenue) for the healthcare segment was 67.85% and 62.44% for the three months ended June 30, 2023

increased by $845,821, or 42.11%, to $2,854,436 for the three months ended September 30, 2023 from $2,008,615 for the three months ended

September 30, 2022.

Gross profit (percent of revenue) for the healthcare segment was 83.81% and 64.72% for the three months ended September

30, 2023 and 2022, respectively.

The increased gross margin was due to the increased number of patients and provided medical services without increased

The healthcare segment still had available capacity to cover the increased patients and services.

Depreciation expense .

Our depreciation

expense was $3,365, or 0.10% of revenue, for the three months June 30, 2023, as compared to $5,783, or 0.19% of revenue, for the three

months June 30, 2022.

expense was $3,365, or 0.10% of revenue, for the three months ended September 30, 2023, as compared to $5,783, or 0.17% of revenue, for

the three months ended September 30, 2022.

Selling, general and administrative expenses .

3 unchanged sentences

Our selling, general and administrative expenses

decreased by $195,924, or 22.62%, to $670,289 for the three months ended June 30, 2023 from $866,213 for the three months ended June 30,

As a percentage of revenue, our selling, general and administrative expenses were 19.25% and 28.02% for the three months ended June

30, 2023 and 2022, respectively.

Such decrease was primarily due to terminated employees in the financial services segment due to the

decreased revenue and the bad debt expense for allowances for doubtful accounts relating to our healthcare services business.

decreased by $77,281, or 11.28%, to $607,745 for the three months ended September 30, 2023 from $685,026 for the three months ended September

As a percentage of revenue, our selling, general and administrative expenses were 17.68% and 20.61% for the three months ended

September 30, 2023 and 2022, respectively.

Such decrease was primarily due to the significant terminated employees in the financial services

segment due to the decreased revenue and decreased laboratory fees and travel expense in our healthcare services business.

Total other income (expense) .

had $890,092 in total other expense, net, for the three months ended June 30, 2023, as compared to other expense, net, of $1,147,509 for

the three months ended June 30, 2022.

Other expenses, net, for the three months ended June 30, 2023 consisted of interest expense and

finance charges of $844,459, amortization of debt discounts of $30,633, and financing penalties and fees of $15,000.

Other expense, net,

for the three months ended June 30, 2022 consisted of interest expense and finance charges of $1,035,811, and amortization of debt discounts

of $111,706, offset by other income of $8.

had $288,466 in total other expense, net, for the three months ended September 30, 2023, as compared to other expense, net, of $2,126,384

for the three months ended September 30, 2022.

Other expenses, net, for the three months ended September 30, 2023 consisted of interest

expense and finance charges of $226,418, amortization of debt discounts of $46,048, financing penalties and fees of $15,000 and conversion

costs of $1,000.

Other expense, net, for the three months ended September 30, 2022, consisted of interest expense and finance charges

of $3,430,785 and amortization of debt discounts of $92,868, offset by gain on forgiveness of debt of $1,397,271.

Discontinued operations .

the three months ended June 30, 2023 and 2022, we recorded a loss from discontinued operations of $0 and $36,935, respectively.

the three months ended September 30, 2023 and 2022, we recorded a gain from discontinued operations of $0 and $363,895, respectively.

Net income (loss) .

As a result of

the cumulative effect of the factors described above, our net income was $816,078 for the three months ended June 30, 2023, as compared

to net loss of $61,826 for the three months ended June 30, 2022, an increase of $754,252, or 1219.96%.

Comparison of Six Months Ended June 30,

the cumulative effect of the factors described above, our net income was $1,981,520 for the three months ended September 30, 2023, as

compared to net loss of $264,774 for the three months ended September 30, 2022, an increase of $2,246,294, or 848.38%.

Comparison of Nine Months Ended September

30, 2023 and 2022

The following table sets forth key components

of our results of operations during the six months ended June 30, 2023 and 2022, both in dollars and as a percentage of our revenue.

June 30, 2023

June 30, 2022

of our results of operations during the nine months ended September 30, 2023 and 2022, both in dollars and as a percentage of our revenue.

September 30, 2023

September 30, 2022

Financial services

10 unchanged sentences

Gain on forgiveness of debt

Interest expense & finance charge

Conversion cost penalty and reimbursement

Interest expense and finance charge

Conversion cost

Penalties and fees

Amortization of debt discounts

Total other income (expense)

Total other expense, net

Net income (loss) before discontinued operations

Income (loss) from discontinued operations

Gain from discontinued operations

Net income (loss)

$ (1,889,054 )

Our total revenue increased

by $355,226, or 5.93%, to $6,343,608 for the six months ended June 30, 2023 from $5,988,382 for the six months ended June 30, 2022.

increase was primarily due to increases in revenue from the healthcare segment.

by $470,068, or 5.05%, to $9,781,731 for the nine months ended September 30, 2023 from $9,311,663 for the nine months ended September

Such increase was primarily due to an increase in revenue from the healthcare segment.

Revenue from the financial services segment decreased

by $664,154, or 70.89%, to $272,703 for the six months ended June 30, 2023 from $936,857 for the six months ended June 30, 2022.

decrease was primarily due to the loss of sales leads from the discontinued service with Optima Tax Relief, which affected the significant

revenue reduction in the tax resolution business.

by $851,762, or 73.64%, to $304,967 for the nine months ended September 30, 2023 from $1,156,729 for the nine months ended September 30,

Such decrease was primarily due to the loss of sales leads from the discontinued service with Optima Tax Relief, which affected

the significant revenue reduction in the tax resolution business.

Revenue from the healthcare services segment increased

by $1,019,380, or 20.18%, to $6,070,905 for the six months ended June 30, 2023 from $5,051,525 for the six months ended June 30, 2022.

Such increase was primarily due to increased Personal Injury Protection (PIP) services.

by $1,321,830, or 16.21%, to $9,476,764 for the nine months ended September 30, 2023 from $8,154,934 for the nine months ended September

Such an increase was primarily due to increased Personal Injury Protection (PIP) services.

Cost of sales .

Our total cost of

sales decreased by $126,737 or 5.73%, to $2,086,109 for the six months ended June 30, 2023 from $2,212,846 for the six months ended June

Such decrease was primarily due a decrease from the financial service segment, offset by an increase from the healthcare segment.

As a percentage of revenue, our total cost of sales was 32.89% and 36.95% for the six months ended June 30, 2023 and 2022, respectively.

sales decreased by $704,466 or 21.04%, to $2,643,137 for the nine months ended September 30, 2023 from $3,347,603 for the nine months

ended September 30, 2022.

Such decrease was primarily due to a decrease from both financial service segment and healthcare segment.

a percentage of revenue, our total cost of sales was 27.02% and 35.95% for the nine months ended September 30, 2023 and 2022, respectively.

Cost of sales for the financial services segment

decreased by $277,096, or 85.20%, to $48,126 for the six months ended June 30, 2023 from $325,222 for the six months ended June 30, 2022.

As a percentage of financial services revenue, cost of sales was 0.76% and 5.43% for the six months ended June 30, 2023 and 2022, respectively.

decreased by $311,455, or 85.29%, to $53,730 for the nine months ended September 30, 2023 from $365,185 for the nine months ended September

As a percentage of financial services revenue, cost of sales was 0.55% and 3.92% for the nine months ended September 30, 2023

and 2022, respectively.

Such a decrease was generally in line with the decrease in revenue from this segment.

Cost of sales from the healthcare services segment

increased by $150,359, or 7.97%, to $2,037,983 for the six months ended June 30, 2023 from $1,887,624 for the six months ended June 30,

As a percentage of healthcare revenue, cost of sales was 32.13% and 31.52% for the six months ended June 30, 2023 and 2022, respectively.

This increase was generally in line with the increase in revenue from this segment.

decreased by $393,011, or 13.18%, to $2,589,407 for the nine months ended September 30, 2023 from $2,982,418 for the nine months ended

September 30, 2022.

As a percentage of healthcare revenue, cost of sales was 26.47% and 32.03% for the nine months ended September 30,

2023 and 2022, respectively.

This decrease was due to decreased surgical contracted services and laboratory fees.

Gross profit .

As a result of the

foregoing, our total gross profit increased by $481,963, or 12.77%, to $4,257,499 for the six months ended June 30, 2023 from $3,775,536

for six months ended June 30, 2022.

Our total gross margin (percent of revenue) was 67.11% and 63.05% for six months ended June 30, 2023

and 2022, respectively.

foregoing, our total gross profit increased by $1,174,534, or 19.69%, to $7,138,594 for the nine months ended September 30, 2023 from

$5,964,060 for the nine months ended September 30, 2022.

Our total gross profit (percent of revenue) was 72.98% and 64.05% for the nine

months ended September 30, 2023 and 2022, respectively.

Gross profit for the financial services segment

decreased by $387,058, or 63.28%, to $224,577 for the six months ended June 30, 2023 from $611,635 for the six months ended June 30, 2022.

Gross margin (percent of revenue) for the financial services segment was 82.35% and 65.29% for the six months ended June 30, 2023 and

2022, respectively.

decreased by $540,307, or 68.26%, to $251,237 for the nine months ended September 30, 2023 from $791,544 for the nine months ended September

Gross profit (percent of revenue) for the financial services segment was 82.38% and 68.43% for the nine months ended September

30, 2023 and 2022, respectively.

Gross profit for the healthcare services segment

increased by $869,021, or 27.47%, to $4,032,922 for the six months ended June 30, 2023 from $3,163,901 for the six months ended June 30,

Gross margin (percent of revenue) for the healthcare segment was 66.43% and 62.63% for the six months ended June 30, 2023 and 2022,

respectively.

The increased gross margin was due to the increased number of patients and provided medical services without increased overhead.

The healthcare segment still had available capacity to cover the increased patients and services.

increased by $1,714,841, or 33.15%, to $6,887,357 for the nine months ended September 30, 2023 from $5,172,516 for the nine months ended

September 30, 2022.

Gross profit (percent of revenue) for the healthcare segment was 72.68% and 63.43% for the nine months ended September

30, 2023 and 2022, respectively.

Depreciation expense .

Our depreciation

expense was $8,000, or 0.13% of revenue, for the six months ended June 30, 2023, as compared to $11,566, or 0.19% of revenue, for the

six months ended June 30, 2022.

expense was $11,365, or 0.12% of revenue, for the nine months ended September 30, 2023, as compared to $17,349, or 0.19% of revenue, for

the nine months ended September 30, 2022.

Selling, general and administrative expenses .

Our selling, general and administrative expenses decreased by $110,709, or 5.71%, to $1,829,768 for the six months ended June 30, 2023

from $1,940,477 for the six months ended June 30, 2022.

As a percentage of revenue, our selling, general and administrative expenses were

28.97% and 32.40% for the six months ended June 30, 2023 and 2022, respectively.

Such decrease was primarily due to terminated employees

in the financial services segment due to the decreased revenue and the bad debt expense for allowances for doubtful accounts relating

to our healthcare services business.

Our selling, general and administrative expenses decreased by $187,992, or 7.16%, to $2,437,511 for the nine months ended September 30,

2023 from $2,625,503 for the nine months ended September 30, 2022.

As a percentage of revenue, our selling, general and administrative

expenses were 24.92% and 28.20% for the nine months ended September 30, 2023 and 2022, respectively.

Such decrease was primarily due to

the significant terminated employees in the financial services segment due to the decreased revenue and decreased laboratory fees and

travel expense into our healthcare services business.

Total other income (expense) .

had $1,619,644 in total other expense, net, for the six months ended June 30, 2023, as compared to other expense, net, of $3,412,231 for

the six months ended June 30, 2022.

Other expense, net, for the six months ended June 30, 2023 consisted of interest expense and finance

charges of $1,539,623, amortization of debt discounts of $48,616, financing penalties and fees of $30,000 and conversion cost penalty

and reimbursement related to convertible note of $2,000, offset by other income of $595.

Other expenses, net, for the six months ended

June 30, 2022 consisted of interest expense and finance charges of $3,255,987 and amortization of debt discounts of $156,252, offset by

other income of $8.

had $1,908,110 in total other expense, net, for the nine months ended September 30, 2023, as compared to other expense, net, of $5,538,615

for the nine months ended September 30, 2022.

Other expense, net, for the nine months ended September 30, 2023 consisted of interest expense

and finance charges of $1,766,041, amortization of debt discounts of $94,664, financing penalties and fees of $45,000 and conversion costs

related to convertible note of $3,000, offset by gain on forgiveness of debt of $390 and other income of $205.

Other expenses, net, for

the nine months ended September 30, 2022 consisted of interest expense and finance charges of $6,686,772 and amortization of debt discounts

of $249,120, offset by gain on forgiveness of debt of $1,397,271 and other income of $6.

Discontinued operations .

the six months ended June 30, 2023 and 2022, we recorded a loss from discontinued operations of $0 and $35,542, respectively.

the nine months ended September 30, 2023 and 2022, we recorded a gain from discontinued operations of $0 and $328,353, respectively.

Net income (loss) .

As a result of

the cumulative effect of the factors described above, our net income was $800,087 for the six months ended June 30, 2023, as compared

to net loss of $1,624,280 for the six months ended June 30, 2022, an increase of $2,424,367, or 149.26%.

the cumulative effect of the factors described above, our net income was $2,781,608 for the nine months ended September 30, 2023, as compared

to net loss of $1,889,054 for the nine months ended September 30, 2022, an increase of $4,670,662, or 247.25%.

Liquidity and Capital Resources

As of June 30, 2023, we had $411,209 in cash.

As of September 30, 2023, we had $181,343 in cash.

To date, we have financed our operations primarily through revenue generated from operations, sales of securities, advances from stockholders

24 unchanged sentences

The following table provides detailed information

about our net cash flow for the six months ended June 30, 2023 and 2022.

Six Months Ended June 30,

about our net cash flow for the nine months ended September 30, 2023 and 2022.

Nine Months Ended September 30,

Net cash used in operating activities from continuing operations

5 unchanged sentences

Our net cash used in operating activities from

continuing operations was $304,173 for the six months ended June 30, 2023, as compared to $473,175 for the six months ended June 30, 2022.

For the six months ended June 30, 2023, our net income of $800,087, an increase in accounts payable and accrued expenses of $693,788,

an increase in accrued officer’s compensation of $334,000, an increase in accrued interest of $248,137, an increase in bad debt

expense of $270,000 and fair value settled upon conversion of $123,566, offset by a decrease in accounts receivable of $2,858,749, were

the primary drivers for the cash used in operations.

For the six months ended June 30, 2022, our net loss of $1,624,280 and a decrease

in accounts receivable of $192,425, offset by increased accounts payable and accrued expense of $699,107 an increase in accrued interest

of $252,634 and an increase in accrued officers’ compensation of $240,000, were the primary drivers for the cash used in operations.

We had no investing activities for the six months

ended June 30, 2023 and 2022.

continuing operations was $603,392 for the nine months ended September 30, 2023, as compared to $414,616 for the nine months ended September

For the nine months ended September 30, 2023, our net income of $2,781,608, an increase in accounts payable and accrued expenses

of $687,135, an increase in accrued officer’s compensation of $514,000, an increase in accrued interest of $380,020, an increase

in bad debt expense of $270,000, an increase in amortization of debt discount of $94,664, and an increase in fair value settled upon conversion

of $141,406, offset by a decrease in accounts receivable of $5,509,958, were the primary drivers of our net cash used in operating activities.

For the nine months ended September 30, 2022, our net loss of $1,889,054, a decrease in accounts receivable of $782,494, a decrease in

gain on refinancing debt of $1,397,271 and a decrease in accrued interest of $219,082, offset by increase in accounts payable and accrued

expense of $319,232, an increase in accrued officers’ compensation of $500,000, an increase in capital stock to be issued of $545,333,

an increase of the amortization of debt discount of $249,120, an increase of non-cash items of $324,563 and loss on finance penalties

and fees of $1,923,916, were the primary drivers of our net cash used in operating activities.

We had no investing activities for the nine months

ended September 30, 2023 and 2022.

Our net cash provided by financing activities

was $488,580 for the six months ended June 30, 2023, as compared to $450,708 for the six months ended June 30, 2023.

Net cash provided

by financing activities for the six months ended June 30, 2023 consisted of proceeds from convertible notes payable of $355,500, proceeds

from related party notes payable of $124,696 and proceeds from line of credit of $43,880, offset by repayments of line of credit of $30,160

and payment of related party notes payable of $5,336.

Net cash provided by financing activities for the six months ended June 30, 2022

consisted of proceeds from convertible notes payable of $555,730 and proceeds from related party notes payable of $7,948, offset by preferred

stock dividends of $100,477, repayment of convertible notes payable of $5,908, payment of related party notes payable of $5,065 and payment

of the SBA loan described below of $1,520.

was $557,933 for the nine months ended September 30, 2023, as compared to $407,480 for the nine months ended September 30, 2022.

provided by financing activities for the nine months ended September 30, 2023 consisted of proceeds from convertible notes payable of

$421,375, proceeds from related party notes payable of $129,220 and proceeds from line of credit of $44,254, offset by repayments of line

of credit and SBA loan of $30,584 and payment of related party notes payable of $6,332.

Net cash provided by financing activities for

the nine months ended September 30, 2022 consisted of proceeds from convertible notes payable of $729,083 and proceeds from related party

notes payable of $5,065, offset by preferred stock dividends of $310,522, repayment of convertible notes payable of $5,908, payment of

related party notes payable of $7,948 and payment of the SBA loan described below of $2,290.

Convertible Notes

As of June 30, 2023, we had convertible debt outstanding

net of amortized debt discount of $3,868,068.

During the six months ended June 30, 2023, we received net proceeds of $355,500 from convertible

notes and converted $58,800 of convertible debt, $5,873 in accrued interest and $2,000 in penalties and fees into 118,682,378 shares of

common stock.

The Company recognized $123,566 of interest expense and additional paid-in capital to adjust fair value for the debt settlement

during the six months ended June 30, 2023.

For the six months ended June 30, 2023, we recorded amortization of debt discounts of $48,616.

As of September 30, 2023, we had convertible debt

outstanding net of amortized debt discount of $3,952,581.

During the nine months ended September 30, 2023, we received net proceeds of

$421,375 from convertible notes and converted $87,460 of convertible debt, $12,073 in accrued interest and $3,000 in conversion cost into

274,682,378 shares of common stock.

The Company recognized $141,406 of interest expense and additional paid-in capital to adjust fair

value for the debt settlement during the nine months ended September 30, 2023.

For the nine months ended September 30, 2023, we recorded

amortization of debt discounts of $94,664.

The following is a schedule of convertible notes

payable outstanding as of June 30, 2023:

payable outstanding as of September 30, 2023:

On September 12, 2016, we issued

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Notes 10, 10-1, and 10-3 .

On January 24,

2017, we issued a convertible promissory note in the principal amount of $80,000 for services rendered, which matured on January 24, 2018.

Note 10 is currently in default and accrues interest at a default interest rate of 20% per annum.

On February 10, 2023, we executed a

second tranche under this note in the principal amount of $50,000 (Note 10-1).

On March 30, 2023, we executed a third tranche under this

note in the principal amount of $25,000 (Note 10-2).

On January 24, 2017, we issued a convertible

promissory note in the principal amount of $80,000 for services rendered, which matured on January 24, 2018.

Note 10 is currently in default

and accrues interest at a default interest rate of 20% per annum.

On February 10, 2023, we executed a second tranche under this note in

the principal amount of $50,000 (Note 10-1).

On March 30, 2023, we executed a third tranche under this note in the principal amount of

$25,000 (Note 10-2).

On August 11, 2023, we executed a fourth tranche under this note in the principal amount of $25,000 (Note 10-3).

Notes 10-1, 10-2 and 10-3 accrue interest at a rate of 15% per annum.

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to an unrelated party.

The amount assigned was the existing principal amount of $150,000 and accrued interest of $5,917.81, which was

issued as Note 29-1, plus a new convertible promissory note in the principal amount of $62,367.12, which was issued as Note 29-2.

29-2 is currently in default and accrues interest at a default interest rate of 24% per annum.

The amount assigned was the existing principal amount of $150,000 and accrued interest of $5,918, which was issued

as Note 29-1, plus a new convertible promissory note in the principal amount of $62,367.12, which was issued as Note 29-2.

currently in default and accrues interest at a default interest rate of 24% per annum.

On August 28, 2019, we issued

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amount of $21,167, less original issue discount and fee of $5,167 (Note 40-8).

All of the Note 40 tranches mature in one year from the

note issuance date and accrue interest at a rate of 10% per annum.

Line of Credit

On July 19, 2023, we executed a ninth tranche under this

note in the principal amount of $35,500, less an original issue discount and fee of $8,875 (Note 40-9).

On July 24, 2023, we executed

a tenth tranche under this note in the principal amount of $14,000, less an original issue discount and fee of $3,500 (Note 40-10).

of the Note 40 tranches mature in one year from the note issuance date and accrue interest at a rate of 10% per annum.

On August 25, 2023, we issued a twelve-month convertible promissory

note in the principal amount of $5,000 to our CEO for our operation expenses.

The rate of interest is 10% per annum.

Lines of Credit

In February 2018, we entered into a revolving

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The loan accrues

interest at 11.70% as of June 30, 2023.

As of June 30, 2023, the outstanding balance was $8,749.

interest at 11.95% as of September 30, 2023.

As of September 30, 2023, the outstanding balance was $8,622.

On September 29, 2023, we entered into a two-year revolving purchase

and security agreement with DML HC Series, LLC to sell Nova’s accounts receivables for a revolving financing up to a maximum advance

amount of $4.5 million.

As of September 30, 2023, we had no outstanding balance against the revolving receivable line of credit.

Small Business Administration Loan

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Small Business Administration, or SBA, in the principal amount of $150,000 with an interest rate of 3.75% and a maturity date of June

We reclassified $5,723 of accrued interest to the principal amount for the six months ended June 30, 2023.

The principal balance

and accrued interest at June 30, 2023 was $149,580 and $0, respectively.

We reclassified $5,723 of accrued interest to the principal amount for the nine months ended September 30, 2023.

The principal

balance and accrued interest at September 30, 2023 was $149,655 and $0, respectively.

On March 12, 2009, we issued a debenture in the

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The balance of the debenture

was $10,989 at June 30, 2023 and the accrued interest was $6,882.

We assigned all of our receivables from consumer activations of our

rewards program as collateral on this debenture.

was $10,989 at September 30, 2023 and the accrued interest was $7,215.

We assigned all of our receivables from consumer activations of

our rewards program as collateral on this debenture.

Related Party Loans

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manager of Platinum Tax loaned funds to Platinum Tax to cover short term operating needs.

The amount owed as of June 30, 2023 was $156,384.

The amount owed as of September 30, 2023 was

In connection with the acquisition of Edge View

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do not bear interest.

The balance of these amounts are $4,979 as of June 30, 2023.

The balance of these amounts are $4,979 as of September 30, 2023.

We have obtained short-term advances from the

Chairman of the Board that are non-interest bearing and due on demand.

As of June 30, 2023, we owed the Chairman $123,192.

As of September 30, 2023, we owed the Chairman $123,442.

Critical Accounting Policies

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in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 filed with the Securities and Exchange Commission, or the

SEC, on June 30, 2023.

SEC, on September 30, 2023.

Off Balance Sheet Arrangements

As of June 30, 2023, we had no off-balance sheet

arrangements.

As of September 30, 2023, we had no off-balance

sheet arrangements.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis