Driveitaway Holdings, Inc. 10-K

Item 1. Business General As used in this Annual Report, references to the “Company,” “DriveItAway,” “we,” “our,” and “us” refer to DriveItAway Holdings, Inc. and its consolidated subsidiary, unless otherwise indicated. In addition, references to our “financial statements” are to our consolidated financial statements included elsewhere in this Annual Report except as the context otherwise requires. We prepare our consolidated financial statements in United States dollars and in accordance with generally accepted accounting principles as applied in the United States, (“U.S. GAAP”). In this Annual Report, references to “$” and “dollars” are to United States dollars. Overview DriveItAway Holdings, Inc. was formed in Delaware on March 8, 2006 as B2 Health, Inc. On July 2, 2010, the Company acquired BFK Franchise Company, LLC (“BFK”), a Nevada limited liability company, and concurrently changed its name to Creative Learning Corporation. On February 24, 2022, the Company acquired DriveItAway, Inc., and on March 18, 2022, disposed of BFK and its other subsidiaries involved in the learning business. On April 18, 2022, the name was changed to DriveItAway Holdings, Inc. The Company is a national dealer focused mobility platform that enables car dealers to sell more vehicles in a seamless way through eCommerce, with its exclusive “Pay as You Go” app-based subscription program. We provide a comprehensive turnkey, solutions driven program with proprietary mobile technology and driver app, insurance coverages and training to get dealerships up and running quickly and profitably in emerging online sales opportunities. The Company has expanded its easy and transparent consumer app ‘subscription to ownership’ platform to enable entry level consumers to drive and acquire new Electric Vehicles. Agreement and Plan of Share Exchange On December 7, 2021, the Company (f/k/a Creative Learning Corporation), DriveItAway, Inc., a Delaware corporation (“ DIA ”), and the existing shareholders of DIA executed an Agreement and Plan of Share Exchange, under which the Company would acquire all of the issued and outstanding common stock of DIA by issuing one share of Series A Convertible Preferred Stock (the “ Series A Preferred ”) of the Company for each outstanding share of DIA common stock (the “ Share Exchange ”). As a result of the Share Exchange, DIA will become a wholly-owned subsidiary of the Company. Each share of Series A Preferred will be convertible into that number of shares of common stock of the Company which would entitle the Series A Preferred holders to 85% of the Company’s common stock, determined on a fully-diluted basis. The exact conversion rate of the Series A Preferred will be determined at closing of the Share Exchange. In addition, each share of Series A Preferred will be entitled to dividends and voting rights on an “as converted” basis with the common stockholders. 2 Closing on Share Exchange On February 24, 2022, closing of the Share Exchange occurred. Each share of Series A Preferred is convertible into 33.94971 shares of common stock of the Company, which entitles the holders thereof to 85% of the Company’s common stock upon a conversion of all shares of Series A Preferred, determined on a fully-diluted basis. In addition, each share of Series A Preferred is entitled to dividends and voting rights on an “as converted” basis with the common stockholders. Upon closing of the Share Exchange, all of the existing members of the board of directors (the “ Board ”) of the Company resigned, except that Rod Whiton’s resignation will not be effective until ten days after an information statement pursuant to Rule 14f-1 is mailed to shareholders. John Possumato, Adam Potash and Paul Patrizio were appointed to the Company’s Board, provided that the appointments of Messrs. Potash and Patrizio will not be effective until ten days after an information statement pursuant to Rule 14f-1 is mailed to shareholders. Upon closing of the Share Exchange, Christopher Rego and Rod Whiton resigned as officers, and John Possumato was appointed chief executive officer and Adam Potash was appointed chief operating officer. Mike Elkin agreed to remain as chief financial officer of the Company. Sale Agreement with StroomX, LLC On December 7, 2021, the Company entered into a Sale Agreement with StroomX, LLC (the “ Purchaser ”), under which the Company agreed to sell all of the Company’s subsidiaries (the “ Learning Subsidiaries ”) involved in its learning business (the “ Learning Business ”), as well as any assets of the Learning Business that are not owned by the Learning Subsidiaries, to the Purchaser. In connection with the sale, the Purchaser agreed to assume all liabilities of the Learning Business, and to indemnify and hold the Company harmless from any such liabilities. The Purchaser is controlled by Christopher Rego, the Company’s current chief executive officer. Closing of the sale will occur after the closing of the Share Exchange. The sale of the Learning Business closed on March 18, 2022. As consideration for the purchase of the Learning Business, the parties agreed to offset $50,000 in severance due to Christopher Rego as part payment of the purchase price. The remainder of the purchase price was paid by a joint note executed by the Purchaser and Mr. Rego in the principal amount of $100,000, which is payable in full on April 20, 2022 without interest. Alternatively, the parties agreed that the promissory note may be satisfied in full by the delivery to the Company by the maturity date of the note of all shares of common stock owned by Mr. Rego and his spouse in the Company, provided that the number of shares is not less than 500,000. In the event the note is not paid in full by its maturity date, either in cash or shares, the note shall bear interest at 15% per annum until it is paid in full. 500,000 shares were returned to the transfer agent and cancelled as of May 12, 2022. Series A Preferred Stock February 24, 2022, the Company’s Board approved an amendment to its certificate of incorporation to designate a new series of preferred stock, which is known as the Series A Convertible Preferred Stock. Each share of Series A Preferred is convertible into 33.94971 shares of common stock of the Company, which entitles the holders thereof to 85% of the Company’s common stock upon a conversion of all shares of Series A Preferred, determined on a fully-diluted basis, but prior to any shares issued or issuable as a result of the Financing (as defined below). In addition, each share of Series A Preferred is entitled to dividends and voting rights on an “as converted” basis with the common stockholders. 3 On April 20, 2022, holders of 2,464,784 shares of Series A Preferred agreed to convert their Series A Preferred into common stock, which resulted in the issuance of 83,678,702 shares of common stock. On the same date, the board of directors approved a resolution to exercise the Company’s right to mandatorily convert the remaining 129,809 shares of Series A Preferred into common stock, which resulted in the issuance of an additional 4,406,979 shares of common stock. Names Change and Capital Structure On April 18, 2022, the Company filed an amendment to its certificate of incorporation with the Delaware Secretary of State to change its name from Creative Learning Corporation to DriveItAway Holdings, Inc. and to increase the number of authorized shares of common stock from 50,000,000 to 1,000,000,000. Our Business We have developed a consumer-facing app and Web-based platform that allows any automotive retailer the ability to provide a subscription to ownership model for any consumer – easy, transparent, and risk-free for both the consumer and the retailer. Under our “Drive Now, Decide Later” mantra, any consumer, regardless of credit, can go on our app, select a vehicle, sign for and pick up a vehicle, and have the subscription deal consummated in a matter of minutes. Unlike a vehicle sale or lease, a candidate that passes our detailed screening can be driving without making any long-term financial commitment, for as long as he/she wants, in the vehicle of choice. While there is really no such thing as “digital retailing” for the sale or lease of a vehicle in the U.S. today, as all states require actual “wet ink” signatures for documents either sent to the buyer or signed at a dealership, documents for a rental or subscription can all be legally signed digitally, so this process is quick, easy and can all be consummated in our app – with the vehicle delivered to the candidate. We are true digital retailing for the automotive industry. Unlike rental car companies, or even subscription companies available to US and Canadian consumers today, a DriveItAway vehicle subscription program is differentiated with one vital element, all of our drivers have the ability to buy the vehicle they are subscribing to, with the portion of the money they are paying in as rental fees accruing towards the purchase price, should they choose to buy. All drivers have the right, but not the obligation, to buy at any time, and get the benefit of his or her specific vehicle’s reduced purchase price created by the payments they have made for vehicle usage. Just as Divvy Homes has revolutionized the rent-to-own market for houses during these cash-strained times, DriveItAway seeks to revolutionize how both new and used vehicles are sold, where a purchase transaction starts in a commitment-free rental or subscription. 4 While we think this easy, transparent, and turnkey type of “Drive Now, Decide Later” subscription appeals to all potential vehicle buyers and will grow dramatically as the entire car market makes the transition to EV vehicles and we gain more visibility as an alternative in the marketplace, right now the “low hanging fruit” is indeed the subprime and deep subprime consumer, whose alternatives are limited to the bad choices outlined above. We use a technology partner to extensively screen our applicants through a digital process for background and identity, driving history and insurance risk, income verification, etc., but we do not require any threshold credit score. As long as an applicant has a clean driving record and adequate income, etc., he/she can qualify for one of our vehicles. In the current environment, the average new vehicle is selling for approximately $47,000 dollars while the average used vehicle is selling for approximately $28,000 with an average six-year payment of over $716. Our average vehicle usage/rental fees are priced a little higher (between $150-225 a week, not counting insurance) on a subscription, but our driver is building equity in the vehicle they are driving, and most all are working towards a buyout – when the amount written down is low enough that he/she can successfully finance the purchase. As our mission is defined, we get our credit-challenged customers off of the “gerbil wheel” of never-ending payments, and out of vehicles that break down before the payments are finished. 5 In general, as vehicles become higher in price (fostered by higher EV pricing) relative to income, we see vehicle subscriptions at the same trajectory of growth today as consumer vehicle leasing was 25-30 years ago: a small percentage of “sales” now, but high growth in the years to come. We see our unique subscription to ownership model as the best subscription program for all consumers, as it offers the best of both the “walk away” ability of a turnkey monthly rental, but with the advantage of benefiting from the monthly usage payment reduction, should the driver choose to buy. DriveItAway works with franchise and larger independent dealers (not with Buy Here/Pay Here stores), and is primarily a turnkey subscription dealer platform, although we do act as principal in many cases owning vehicles, particularly EV vehicles, always serviced and delivered by our car dealership partners. This allows the company to scale rapidly in many locations, without the burden of fixed overhead or personnel expenses. How We Work Without the technology available in recent years, it would not be possible for DriveItAway to exist. Many years ago, when the Buy Here/Pay Here market first developed it was necessary for those dealers to maintain 30/40% net profit margins, as typically a third of their vehicles ended up being repossessed, and, by the time the dealer actually received the vehicle back, it was in such bad repair it was worth next to nothing. Today, with technology, we can greatly reduce most of the risks, identify those problems that do occur quickly, and mitigate losses, so that we can maintain a high per-unit profit margin and still price very competitively as compared to other choices our retail customers might have, allowing for a good profit margin for ourselves and dealers that use us as a subscription platform. Note: most franchise dealers would like the extra profit and business deep subprime candidates represent (they have been, typically the most loyal and highest profit margin sector of vehicle buyers), but do not want to deal with the typical problems a “Buy Here/Pay Here” operation represents, nor do they want to operate that type of “victimizing” enterprise. First, our all in-app subscription process is not only quicker and much more transparent to our end user drivers, but it is also much easier to administer and maintain from an operational perspective. DriveItAway uses a third-party screening service to review an applicant’s identity and background, his/her driving history and insurance risk, income verification and employment, and credit tier. While we do not require any particular credit score, we do require a ratio of income to payment coverage for all renters, a clean driving history, and other criteria to mitigate risk. This automated screening process runs in the app with an API, and is completed within minutes. Once a candidate qualifies for the vehicle selected, we collect a security deposit commensurate with the payment and value of the vehicle, and all drivers pay in advance by credit card or ACH inside the app. We are also gearing up to collect through voluntary payroll deduction for our subscribers as well. Before such technologies existed, in the old days of “Buy Here/Pay Here” the payment process was (and still is in many of these small stores), literally done in person on a weekly basis – obviously, there is a lot of collection friction in a manual process. One major key to what we do is the placement of advanced telematics on every vehicle we offer for subscription. All drivers in our subscription contract are informed and agree to have a live-time telematics device in each vehicle along with an ignition starter cut-off switch, which is tied back into our payment platform. With this, DriveItAway can monitor vehicle location, and driving pattern (speed versus speed limit, hard braking, etc.) and can set up a “red flag” monitor to identify unsafe driving. Unsafe driving is not tolerated and will result in a warning and possible vehicle return. In addition, the ignition starter cut-off switch automatically kills the start-up of the vehicle, if an advance payment is overdue (note: it does not in any way stop the vehicle while driving, but once the vehicle is shut off, it simply cannot be restarted, unless we “turn it back on”). This is not seen so much as a penalty, but a very explicit reminder that our driver must pay for the vehicle. Through our AI chat and automated system, a person can simply say when and what amount of payment they are prepared to make, and the vehicle will turn on, even if the payment commitment is in the future (we do not want to strand anyone or cause undue hardship). However, repeated late payments can result in a vehicle requiring a return. 6 One note, our entire program is focused on keeping our subscribers who want to buy “on the rails” and that is made clear at inception. We work with our subscribers to help each achieve their goal of vehicle ownership, which includes free credit counseling/credit remediation if desired by the applicate. Finally, we counsel all of our subscribers that, indeed, one of the benefits of being in a weekly/monthly subscription is the fact that no long-term commitment is made, so if his/her financial situation changes and the vehicle is no longer affordable, simply turn it in (each is paying in advance), and preserve the ability to come back for a new vehicle in the future. Finally, we are writing down the vehicle each month, below depreciated “book” value, so if a vehicle is returned we are never “upside down” on market value versus book value. When a vehicle is returned, either our own vehicle or a dealer vehicle for dealers using us as a platform, we simply put it back out to another candidate, until one of our drivers purchases the vehicle. Very clearly, without technology and integrations available in the last few years, a subscription to an ownership platform such as DriveItAway could not exist. The fact that it does now, and we are introducing it into the market, enables us to achieve our mission to rationalize the one area of the automotive industry that has yet to become efficient and is filled with high-margin friction, the subprime and deep subprime Buy Here/Pay Here marketplace. EV Program During the last year, DriveItAway, acting as principal, did market pilots, and added a variety of EV and Hybrid Plug-In vehicles into its fleet, integrating different telematics, marketing models and user surveys to engineer and gain experience in scaling as a mainstream EV subscription to ownership platform. The DriveItAway program is uniquely designed to help alleviate the two biggest impediments to a mainstream or subprime EV sale, the higher cost (spread out over as long a period of time as required for our subscriber), and the “suitability” or anxiety of plunging into an EV sale. Add to this the recognition and focus on the need for more “mainstream” EV buyers to achieve EV growth goals in the US, by both private and public entities, and we clearly are on the right side of a long-term trend. Indeed, all our EV subscribers have to do is run a new or used EV for the required period of time in a subscription so that it is two model years old when the selling price is written down to $25k or less, and he/she will receive a $4,000 or 30% of the sale price tax credit (in 2024 which can be signed over as cash to the selling dealer, no waiting for a tax credit to come) on his or her purchase, courtesy of Inflation Reduction Act (note: the buyer must make less than $75k a year, or $150k for couples). This used EV incentive, of 30% of the purchase price or $4,000 (whichever is less), can easily be seen as perfect synergistic fit with the DriveItAway program, particularly working in coordination with franchise car dealers. With our program, a dealer can, by putting vehicles in a subscription service with our platform, manufacture their own used car, qualifying for the substantial federal used car consumer tax incentive. Also, as retailers have slimmer sales profit margins on mainstream EVs, and will have up to 40-50% less service work on EVs (great for the consumer, not so good for dealers), selling a mainstream EV vehicle twice – once in their subscription service using the DriveItAway platform and then as a used car, with incentives, to the driver or another consumer – helps solve franchise dealer “margin compression” issues as well. Getting EVs in mainstream consumer hands in a beneficial, profitable way for all constituencies, “EVs for Everyone,” is another problem that we solve. Key Industry Tailwinds We believe the convergence of key trends, including the increased supply of new and used vehicles, the pendulum swinging back to normal on new and used vehicle depreciation curves (a radical shift from the last 24 months), rising interest rates, and a challenging economy (we are a counter cycle company), the major private and public push for EV sales goals, and the entry-level worker shortage, all will contribute to the robust demand for DriveItAway’s dealer administered consumer-focused subscription to ownership platform. 7 ● New and Used Vehicle Supply is Increasing and Vehicles are Decreasing in Value. All of the primary forecasters and OEMs have stated, clearly that the chip and parts supply shortage has ended, and it is a fact that for the first time in two years new vehicle inventories are climbing, albeit, at currently a slow rate, to pick up in 2023. Commensurately, used vehicle wholesale prices have plunged over the last six months, and now retail used car values are beginning to fall (again for the first time in almost 2 years). Many dealers now have used inventory that is “underwater” (not worth the cost value in the wholesale market), and so our platform now adds value to win both incremental new market share and sell used vehicles without a wholesale loss. ● Vehicle Affordability is at an All Time Low, Interest Rates are Up, and Repositions are Up for all Financial Credit Ratings, but Most Dramatically for Prime Vehicle Loans . The average new car now sells for over $47,000 with the average car payment above $700 a month with an average six-year term loan. From August 2019 to August 2022, new car prices increased by 29% and three-year-old used car prices increased by 52%, but income increased by only 13% (iSeeCars Executive Analyst, Carl Brauer). In addition to increasing retail prices and interest rates pushing more folks out of the market, banks for the first time in a long time are tightening up credit policies to reject higher credit scores for vehicle financing. Repossessions are on the rise, particularly in the prime lending segment, which has doubled, while deep subprime repossessions have increased 33% and subprime has increased 11%. As our business is counter cycle, in that it both helps those consumers who need to spread out the cost of a new or used vehicle, and particularly helps those who are cash or credit-challenged to drive and then buy a vehicle, all of these macroeconomic indicators are now swinging back to portend a greater need for our solution. ● The Focus for both Vehicle Manufacturers and Government is to Promote Widespread Mainstream EV Adoption . It is clear that federal EV adoption objectives are impossible to achieve without the high volume, rapid adoption of EVs among mainstream, non-affluent vehicle buyers. Also, vehicle manufacturers cannot hope to have an adequate return on the billions of dollars invested in the development and manufacture of EV vehicles, without mainstream EV sales, in addition to the current market 98% composed of luxury and premium luxury buyers. Both public and private institutions recognize this, which is why the recent focus has been on creating stimulus programs to subsidize the price of EVs and appeal to all buyers. The DriveItAway program fits perfectly to facilitate this much larger trend, the first company of its kind to do so in this way. ● Dealers are Coming Under Financial Pressure to Move EV Units and EVs Have Lower Profit Margins and Dramatically Fewer Service Requirements . As manufacturers introduce and hinge sales growth on EV vehicles, and consumer demand for e-commerce continues to accelerate, new car dealers are in a particularly difficult position, as profit margins will decrease rapidly, in both sales and fixed operations. Most all vehicle manufacturers, both in the US and abroad, with the advent of new EV models, are putting a new sales model in place for franchise dealers, the “agency model,” where the vehicle price and sales transaction is dictated by the manufacturer online, and the dealer receives a fixed fee for customer delivery. This eliminates the dealer’s ability to set retail prices or negotiate a purchase. Combine this with the McKinsey & Co. estimate that repair service income will drop 40-50% with EVs, as compared to ICE units (EVs have approximately 200 moving parts, as compared to 2,000 for a gas unit), and profit marge compression for dealers is imminent and a growing concern. Our program allows dealers who use our platform “two bites” at the sales apple, once when a vehicle is put into a dealer’s rental/subscription company (the first sale), and the second when that vehicle is sold used, either to the driver or another party, all the while guaranteeing service work on the vehicle for an extended period of time. By the nature of the subscription to ownership program, our dealer partners increase market share and profit margins on EVs. ● Large Companies in the US are in the Process of Major EV Usage and Sustainability Adoption . Larger companies in the US are under increased pressure to document sustainability objectives, particularly in the replacement of ICE units to EVs, in both their fleet and employee car park. Bank of America, for instance, is giving all employees who make less than $100k a year the incentive of an extra $4,000 for buying an EV. In addition, many are subject to broader ESG audits which have a very real impact on institutional investment, etc. and are increasingly emphasizing sustainability in their purchasing decisions to positively impact their communities and the environment. As the DriveItAway program gains more visibility in transparently and efficiently accomplishing these larger companywide aligned goals, we see a much larger scalable growth in working with large corporate constituencies. 8 ● The Adoption of EVs Portends an Increased Focus on Vehicle Subscriptions. Consumers are shifting their lifestyles to include more subscription-based services, especially where battery-driven technology obsolescence could be a major factor. For example, most cell phones today are under a subscription, rather than a purchase or lease contract, and cable television is quickly being replaced in consumer households by subscription streaming. Some major forecasters are predicting the same for EVs as they grow in consumer adoption, that subscriptions will represent even as much as one-third of all EV “sales.” Our subscription with optional ownership technology and platform gives the consumer the best of both a subscription and the ability to convert ownership when and if desired. Long-Term Growth Strategy We have made decisions and investments with long-term objectives to scale rapidly. We believe maintaining a long-term growth orientation is key to maximizing DriveItAway’s impact and generating value for all stakeholders, looking towards larger market value potential with the massive changes afoot in the automotive retail industry. We plan to achieve this by continuing to lay down a firm foundation in technology, platform and partners, and continue growth with positive unit economics. Key levers of our growth strategy include: ● Renew and Continue to Redevelop our Platform as a SaaS For Larger Car Dealers . We plan to continue to refine and improve our platform to best accommodate dealers for use with their own new and used vehicles, and as an entry-level point to grow market share both for subprime customers and potential mainstream EV buyers. ● Develop Continued EV-Focused Pilots Acting as Principal to Service Customers Directly with Dealer Partners . We think that as the current market for all vehicles becomes more challenging, selling entry-level EVs in the volumes projected by the manufacturers will become particularly difficult, and that programs like DriveItAway will become vital to stimulate mainstream EV adoption. We plan to continue to gain experience and reputation in accommodating mainstream EV adopters directly with our own inventory, anticipating likely support from manufacturers and manufacturer-owned captive finance companies, as we make our presence known as a unique fleet buyer. ● Continue Partnerships with Vehicle Fleet Providers for Consignment Vehicles as we Build Dealer Clients . DriveItAway currently has relationships with two subscription/rental organizations, for the consignment of lease vehicles to go into the DriveItAway program. Given the specialization and uniqueness of the DriveItAway technology and platform, there is a synergy in these fleet suppliers leasing vehicles to us for our target market, and gain from our wholesale lease payments, then their alternative to go to the significant expense of capturing our market directly. In turn, this supplies us with wholesale inventory to expand our direct market share, facilitating our growth and market presence. ● Pilot and Expand Partnerships with Large Contract Labor Organizations and Corporates to Fulfill Both Their ESG and Employee Retention and Recruitment Goals . As we roll out our second successful pilot with a contract labor organization, we, together, intend to scale our solution with many other large corporates in strategically located regions throughout 2023. Again, with larger reach and visibility, this application and target market is large and vast, and alone presents scale to many thousands of vehicles. ● Continue to Expand Synergistic Partnerships with Industry Providers in Insurance, Lead Generation and Telematics Infrastructure . Over the last 24 months, we have dramatically increased our partnerships with major insurance providers (with refined risk screening and plans to launch a “bring your own insurance” model in the first quarter of 2023), potential lead generation partners (such as EV subscription services that only focus on subprime, absorbing rejected leads into our sales funnel) and telematics providers (integration with innovative new technologies for vehicle monitoring and control). These relationships will allow us to continue to refine, grow and scale our business, and provide our own innovations while improving customer experience, with a minimum of infrastructure investment. We will continue to grow these partnerships and add additional partners, to leverage and refine our model. 9 ● Expand Into More Regions of the US and Gain More Consumer Visibility . One of the biggest impediments to our growth, indeed, is the lack of DriveItAway as a visible alternative to our target audiences - those subprime consumers whose alternatives for transportation ownership our far worse, and, in addition to the new group of mainstream consumers who are interested in EVs but do not want to take the risk of getting into a long-term financial commitment before extensive use. As we increase our inventory and presence in more contiguous regions throughout the US, our visibility will increase. In addition, we continue to present at auto industry trade shows to gain more visibility among potential dealer and technology partners, and our CEO regularly has articles published in trade industry journals ● Unlock New Business Models . Our capabilities as a scalable direct-to-customer digital mobility subscription to ownership platform, with proprietary integrated technology, position us to drive the adoption of future business models. This includes our expertise in managing what we believe will become the largest centrally managed fleet of EV mainstream/credit-challenged consumer vehicles, with our subscription to ownership model, which in the future will allow us to unlock future service offerings, including retail insurance, credit and funding products to our consumer customer base. Employees As of January 13, 2023, we have 6 full-time employees and 1 part-time employee. Some of our executive officers and directors are engaged in outside business activities that we do not believe conflict with our business. Over time, we may be required to hire additional employees or engage independent contractors to execute various projects that are necessary to grow and develop our business. These decisions will be made by our officers and directors, if and when appropriate. Corporate Information Our principal executive office is located at 3201 Market Street, Suite 200/201, Philadelphia, PA 19104. Our telephone number is (856) 577-2763. Our website is www.driveitaway.com. Our website’s information is not, and will not be deemed, a part of this Annual Report or incorporated into any other filings we make with the SEC. Available Information Copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents that we will file with or furnish to the SEC will be available free of charge by sending a written request to our corporate headquarters. Additionally, the documents we file with the SEC are or will be available free of charge at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Other information on the operation of the Public Reference Room may be obtained by calling the SEC at (800) SEC-0330. The SEC maintains a website that contains reports, proxy and information statements and other information regarding registrants that file electronically with the SEC. The SEC’s website is www.sec.gov. We maintain a corporate website at www.driveitaway.com. You will be able to access our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports, proxy statements and other information to be filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act with the SEC free of charge at our website as soon as reasonably practicable after such material will be electronically filed with, or furnished to, the SEC. The information contained in, or that can be accessed through, our website is not part of this Annual Report. Item 1A. Risk Factors We are not required to provide this information as we are a smaller reporting company. Item 1B. Unresolved Staff Comments Not applicable. 10 Item 2. Properties On April 1, 2022, the Company leased virtual office space at 3201 Market Street, Suite 200/201, Philadelphia, PA 19104 for its corporate office. The lease has a term of one year. The Company is not obligated to pay rent.