What changed in this filing

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Item 1. Financial Statements

2023-08-02 compared with 2023-04-24 · 201 added, 224 removed, 90 unchanged (83% of the section changed)

FINANCIAL STATEMENTS (Unaudited)

BEVERAGE COMPANY

Balance Sheets (Unaudited)

of March 31, 2023 and December 31, 2022

EQUATOR BEVERAGE COMPANY

Condensed Balance Sheets (Unaudited)

As of June 30, 2023 and December 31, 2022

CURRENT ASSETS:

11 unchanged sentences

STOCKHOLDERS’ EQUITY

Common stock, 20,000,000 shares authorized at $ 0.001 par value, 16,469,115 and 16,230,615 shares issued and outstanding, at March 31, 2023 and December 31, 2022, respectively

Common stock, 20,000,000 shares authorized at $ 0.001 par value, 16,327,596 and 16,230,615 shares issued and outstanding, at June 30, 2023 and December 31, 2022, respectively

Additional paid-in capital

4 unchanged sentences

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

accompanying notes are an integral part of these financial statements.

BEVERAGE COMPANY

Statements of Operations (Unaudited)

the Three Months Ended March 31, 2023 and 2022

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

EQUATOR BEVERAGE COMPANY

Condensed Statements of Operations (Unaudited)

For the Three Months Ended June 30, 2023 and 2022

Cost of Revenue

1 unchanged sentence

Selling, general and administrative

Total Operating Expenses

Income from Operations

Other Expense

Income/(Loss) Before Provision for Income Taxes

Net Income/(Loss)

Net Income/(Loss) per common share, basic and diluted

Weighted average number of common shares outstanding, basic and diluted

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

EQUATOR BEVERAGE COMPANY

Condensed Statements of Operations (Unaudited)

For the Six Months Ended June 30, 2023 and 2022

Cost of Revenue

Operating Expenses

Selling, general and administrative

Total Operating Expenses

Income/(Loss) from Operations

1 unchanged sentence

Income/(Loss) Before Provision for Income Taxes

Provision for Income Taxes

Net Income/(Loss)

2 unchanged sentences

Weighted average number of common shares outstanding, basic and diluted

accompanying notes are an integral part of these condensed financial statements.

BEVERAGE COMPANY

Statements of Cash Flows (Unaudited)

the Three Months Ended March 31, 2023 and 2022

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

EQUATOR BEVERAGE COMPANY

Condensed Statements of Cash Flows (Unaudited)

For the Six Months Ended June 30, 2023 and 2022

Cash flows from operating activities:

5 unchanged sentences

Increase in accounts receivable

Decrease/(Increase) in inventory

Decrease/(Increase) in supplier deposits

Decrease in prepaid expenses and security deposit

Increase in inventory

Decrease in supplier deposits

Increase in prepaid expenses and security deposit

Increase in accounts payable and accrued expenses

Net cash provided by/ (used in) operating activities

Net cash used in operating activities

Net cash provided by/ (used in) financing activities:

1 unchanged sentence

Repayments of from related party loan

Proceeds from options exercise

Shares repurchased for cancellation

3 unchanged sentences

Cash and cash equivalents at end of periods

of non-cash investing and financing activity:

During the three-month period ended March 31, 2023 the Company issued a total of 238,500

Restricted and Non-Trading shares with an implied value of $ 13,992 to directors and officers to settle obligations payable.

three-month period ended March 31, 2022 the Company issued a total of 681,750 Restricted and Non-Trading shares with an implied value

of $ 112,005 to directors and officers to settle obligations payable.

accompanying notes are an integral part of these condensed financial statements.

BEVERAGE COMPANY

Statements of Changes in Stockholders’ Equity (Unaudited)

the Three Months Ended March 31, 2023 and 2022

Summary of non-cash investing and financing activity:

During the six-month period ended June 30, 2023 the Company issued a total of 477,000 Restricted and Non-Trading shares with an implied value of $40,227 to directors and officers as a result of contractual stock awards.

During the six-month period ended June 30, 2022 the Company issued a total of 960,054 Restricted and Non-Trading shares with an implied value of $161,521 to directors and officers as a result of contractual stock awards and to settle obligations payable.

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

EQUATOR BEVERAGE COMPANY

Condensed Statements of Changes in Stockholders’ Equity (Unaudited)

For the Three and Six Months Ended June 30, 2023 and 2022

Stockholders’

2 unchanged sentences

Stock issued to Directors and employees

Stock repurchased and returned to Treasury

Balance, March 31, 2023

$ ( 23,624,796 )

Stockholders’

Stock issued to Directors and employees

Stock repurchased and returned to Treasury

Balance, June 30, 2023

$ ( 23,605,966 )

Balance, December 31, 2021

2 unchanged sentences

Stock repurchased and returned to Treasury

Net income (loss)

Balance, March 31, 2022

$ ( 23,525,824 )

accompanying notes are an integral part of these condensed financial statements.

BEVERAGE COMPANY

to Condensed Financial Statements (Unaudited)

Beverage Company, a Delaware corporation is headquartered in Jersey City, NJ.

EQUATOR’s business is new product development, beverage

production, distribution, and sales & marketing of its beverages.

Our beverages are Non-GMO Project Verified, and USDA Organic.

produce both nonalcoholic and ready to drink alcoholic beverages.

EQUATOR also has a line of sparking energy beverages that are focused

on the female consumer.

EQUATOR beverages are available in North America, the Caribbean and Bermuda.

We package our beverages in 100%

recyclable, eco-friendly packaging.

The packaging has a low impact on the environment.

Also, our products are plant-based, Eco-friendly

and renewable.

and Distribution

Company’s flagship product is MOJO Coconut Water.

In addition to Coconut Water, the Company produces Coconut Water + Pineapple

Juice, Sparkling Coconut Water + Citrus, Sparkling Coconut Water + Blood Orange, Sparkling Coconut Water + Pink Grapefruit, Sparkling

Coconut Water Energy + Citrus, Sparkling Coconut Water Energy + Blood Orange, Sparkling Coconut Water Energy + Pink Grapefruit, Cubano

Blue Agave Tequila Organic Sparkling Coconut Water + Citrus, Cubano Blue Agave Tequila Organic Sparkling Coconut Water + Blood Orange

and Organic Coconut Water.

We seek to grow the market share of our products by expanding our hybrid distribution network through the

relationships and efforts of our management and third-party partners and broker network, and new products and packaging.

packages its beverages in 100% recyclable, Eco-Friendly packaging that can be recycled infinite times and is not made from carbon oil-based

The packaging has a very low impact on the environment, and does not contribute to landfills and the pollution of our bodies

Stock issued to Directors and employees

Exercise of Stock Options

Stock repurchased and returned to Treasury

Balance, June 30, 2022

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

EQUATOR BEVERAGE COMPANY

Notes to Condensed Financial Statements (Unaudited)

June 30, 2023

NOTE 1 – BUSINESS

EQUATOR Beverage Company, headquartered in Jersey City, NJ, is a Delaware corporation that specializes in developing, producing, distributing, and marketing new beverage products.

Our beverages have been certified Non-GMO Project Verified and USDA Organic, and we offer both nonalcoholic and ready-to-drink alcoholic options.

In addition, we have a line of sparkling energy beverages targeted towards female consumers.

Our beverages can be found in North America, the Caribbean, and Bermuda.

We are committed to sustainability and use 100% recyclable, eco-friendly packaging that has a minimal impact on the environment.

Furthermore, our products are plant-based, renewable, and eco-friendly.

Coconut water is nature's super hydration drink for skin and body.

In each 11 oz serving, there are five essential electrolytes totaling 1043 mg more than other sports drinks.

It is a fast rehydration recovery drink which performs faster than water.

Coconut water has natural nutrients for skin and hair and vitamins B & C natural - not added.

Coconut water is plant based and renewable;

great for vegan, kosher, paleo keto and low carb diets.

All this comes with a fresh crisp coconut taste.

There are no preservatives in this coconut water and it is packaged in an eco-friendly container.

CURRENT OPERATIONS

Sales and Distribution

The Company’s flagship product is MOJO Coconut Water.

In addition to Coconut Water, the Company produces Coconut Water + Pineapple Juice, Sparkling Coconut Water Citrus, Sparkling Energy Blood Orange, Sparkling Energy Pink Grapefruit, Cubano Blue Agave Tequila Organic Sparkling Coconut Water Citrus, Cubano Blue Agave Tequila Organic Sparkling Coconut Water Blood Orange and Organic Coconut Water.

We seek to grow the market share of our products by expanding our hybrid distribution network through the relationships and efforts of our management and third-party partners and broker network, and new products and packaging.

The Company packages its beverages in 100% recyclable, Eco-Friendly packaging that can be recycled infinite times and is not made from carbon oil-based packaging.

The packaging has a very low impact on the environment, and does not contribute to landfills and the pollution of our bodies of water.

Also, our products are plant-based, Eco-friendly and renewable.

Company has multiple sources for its production.

The Company has multiple sources for its production.

The Company’s fruit sources are of high quality.

The fruit is part of the overall

taste and quality of our products.

Currently, the Company has multiple production facilities that it could source products from, each

of the facilities could supply our forecasted demand.

beverage industry is competitive.

Competitors in our market compete for brand recognition, ingredient sourcing, product shelf space,

and e-commerce page rankings.

The fruit is part of the overall taste and quality of our products.

Currently, the Company has multiple production facilities that it could source products from, each of the facilities could supply our forecasted demand.

The beverage industry is competitive.

Competitors in our market compete for brand recognition, ingredient sourcing, product shelf space, and e-commerce page rankings.

Our competitors have similar distribution channels and retailers to deliver and sell their products.

the United States, beverages are governed by the U.S.

Government Regulation

Within the United States, beverages are governed by the U.S.

Food and Drug Administration (the “FDA”).

As such, it is necessary

for the Company to establish, maintain and make available for inspection records as well as to develop labels (including nutrition information)

that meet FDA requirements.

As such, it is necessary for the Company to establish, maintain and make available for inspection records as well as to develop labels (including nutrition information) that meet FDA requirements.

The Company’s production facilities are subject to FDA regulation.

of March 31, 2023, the Company had two employees.

As of June 30, 2023, the Company had two employees.

The Company also uses the services of contractors, consultants and other third-parties.

We contract with food brokers to represent our products to specific specialized sales channels.

We utilize the services of direct sales

and distribution companies that deliver and sell our products to their customers.

We contract with manufacturing facilities to produce

our products and outsource the storage and transportation of our products.

HISTORY AND DEVELOPMENT

Company began producing MOJO branded products in 2016.

EQUATOR Beverage Company is headquartered in Jersey City, New Jersey and our internet

site is www.EquatorBeverage.com.

We utilize the services of direct sales and distribution companies that deliver and sell our products to their customers.

We contract with manufacturing facilities to produce our products and outsource the storage and transportation of our products.

CORPORATE HISTORY AND DEVELOPMENT

The Company began producing MOJO branded products in 2016.

EQUATOR Beverage Company is headquartered in Jersey City, New Jersey and our internet site is www.EquatorBeverage.com.

EQUATOR’s stock is traded on the OTCQB under the symbol MOJO.

On June 8, 2022, the Board of Directors

and majority stockholder of the Company approved a change of name from MOJO Organics, Inc.

On June 8, 2022, the Board of Directors and majority stockholder of the Company approved a change of name from MOJO Organics, Inc.

to EQUATOR Beverage Company.

This change of

name was filed with the State of Delaware and became effective July 5, 2022.

Financial Statements

accompanying unaudited interim condensed financial statements have been prepared pursuant to the rules and regulations for reporting

on Form 10-Q and article 10 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”).

Accordingly, certain information and disclosures required by accounting principles generally accepted in the United States of America

(“GAAP”) for complete financial statements have been condensed or omitted pursuant to such rules and regulations.

the Company believes that the disclosures included in these financial statements are adequate to make the information presented not misleading.

The unaudited interim condensed financial statements included in this document have been prepared on the same basis as the annual audited

financial statements, and in the Company’s opinion, reflect all adjustments necessary for a fair presentation in accordance with

GAAP and SEC regulations for interim financial statements.

The results for the three months ended March 31, 2023 are not necessarily

indicative of the results that the Company will have for any subsequent period.

These unaudited condensed financial statements should

be read in conjunction with the audited financial statements and the notes to those statements for the year ended December 31, 2022 included

in the Company’s Annual Report on Form 10-K.

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

financial statements are prepared in conformity with accounting principles generally accepted in the United States (“GAAP”).

Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the

financial statements and the reported amounts of revenue and expenses during the reporting period.

Actual results could differ from those

and Cash Equivalents

equivalents include investment instruments and time deposits purchased with a maturity of three months or less.

As of March 31, 2023,

and March 31, 2022, the Company did no t have any cash equivalents.

receivable are stated at the amount management expects to collect from outstanding balances.

The Company provides for probable uncollectible

amounts based upon its assessment of the current status of the individual receivables and after using reasonable collection efforts.

The allowance for doubtful accounts as of March 31, 2023 and 2022 was zero .

consisting solely of finished goods, are stated at the lower of cost (first-in, first-out method) or net realizable value (“NRV”).

This change of name was filed with the State of Delaware and became effective July 5, 2022.

Interim Financial Statements

The accompanying unaudited interim condensed financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q and article 10 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”).

Accordingly, certain information and disclosures required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements have been condensed or omitted pursuant to such rules and regulations.

However, the Company believes that the disclosures included in these financial statements are adequate to make the information presented not misleading.

The unaudited interim condensed financial statements included in this document have been prepared on the same basis as the annual audited financial statements, and in the Company’s opinion, reflect all adjustments necessary for a fair presentation in accordance with GAAP and SEC regulations for interim financial statements.

The results for the six months ended June 30, 2023 are not necessarily indicative of the results that the Company will have for any subsequent period.

These unaudited condensed financial statements should be read in conjunction with the audited financial statements and the notes to those statements for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The financial statements are prepared in conformity with accounting principles generally accepted in the United States (“GAAP”).

Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash equivalents include investment instruments and time deposits purchased with a maturity of three months or less.

As of June 30, 2023, and June 30, 2022, the Company did not have any cash equivalents.

Accounts Receivable

Accounts receivable are stated at the amount management expects to collect from outstanding balances.

The Company provides for probable uncollectible amounts based upon its assessment of the current status of the individual receivables and after using reasonable collection efforts.

The allowance for doubtful accounts as of June 30, 2023 and 2022 was zero.

Inventory, consisting solely of finished goods, are stated at the lower of cost (first-in, first-out method) or net realizable value (“NRV”).

If necessary, the Company provides allowances to adjust the carrying value of its inventories to NRV when NRV is below cost.

no such adjustments in 2023 or 2022.

from sales of products is recognized when the related performance obligation is satisfied.

The Company’s performance obligation

is satisfied upon the shipment or delivery of products to customers.

The Company’s products are sold on cash and credit terms which

are established in accordance with standardized industry practices and typically require payment within 30 days of delivery.

Costs incurred

for sales incentives and discounts are accounted for as reductions in revenue.

incurred for sales incentives and discounts are accounted for as reductions in revenue.

These costs include payments to customers for

performing merchandising activities on our behalf, including in store displays, promotions for new items and obtaining optimum shelf

and Handling Costs

and Handling Costs incurred to move finished goods from our distribution center to customer locations are included in the line Selling,

General and Administrative Expenses in our Statements of Operations.

Income/(Loss) Per Common Share

Company computes per share amounts in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards

Codification (“ASC”) Topic 260, “ Earnings per Share”.

ASC Topic 260 requires presentation of basic and

Basic EPS is computed by dividing the loss available to common stockholders by the weighted-average number of common shares

outstanding for the period.

Diluted EPS is based on the weighted average number of shares of common stock and common stock equivalents

outstanding during the periods.

are no potentially dilutive securities that have been excluded from the computation of weighted average shares outstanding.

Net Operating Loss Carryforwards for federal taxes was $ 3,785,462 , at March 31, 2023 and 3,770,126 at March 31, 2022.

The Net Operating

Loss Carryforwards at March 31, 2023 was $ 3,785,462 and $ 3,770,126 for the State of New Jersey.

The Deferred Tax Assets for federal taxes

was $ 794,947 at March 31, 2023 and $ 791,727 at March 31, 2022.

The Deferred Tax Assets at March 31, 2023 was $ 340,692 and $ 339,312 at

March 31, 2022 for the State of New Jersey.

The total Deferred Tax Assets was $ 1,135,639 at March 31, 2023 and $ 1,131,038 at March 31,

The Deferred Tax assets have been fully reserved by valuation allowances beyond that portion which is expected to offset current

As of March 31, 2023, the Company’s Federal income tax payable is $ 3,830 and State Income Tax payable is $ 1,641 .

31, 2022, The Company’s Federal income tax payable and State Income tax payable was zero .

Company provides for income taxes using the asset and liability approach in accounting for income taxes.

Deferred tax assets and liabilities

are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect

when these differences are expected to reverse.

Deferred tax assets are reduced by a valuation allowance if, based on the weight of available

evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company expects to utilize

all Deferred Tax Assets.

The Company did no t have a deferred tax liability at March 31, 2023 and 2022.

of March 31, 2023, and March 31, 2022, the Company had no accrued interest or penalties because there were none.

The Company had no Federal

or State tax examinations in the past nor does it have any at the current time.

of March 31, 2023, and March 31, 2022, the Company had no accrued interest or penalties because there were none.

The Company had no Federal

or State tax examinations in the past nor does it have any at the current time.

SCHEDULE OF DEFERRED TAX ASSETS

There were no such adjustments in 2023 or 2022.

Revenue Recognition

Revenue from sales of products is recognized when the related performance obligation is satisfied.

The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers.

The Company’s products are sold on cash and credit terms which are established in accordance with standardized industry practices and typically require payment within 30 days of delivery.

Costs incurred for sales incentives and discounts are accounted for as reductions in revenue.

Deductions from Revenue

Costs incurred for sales incentives and discounts are accounted for as reductions in revenue.

These costs include payments to customers for performing merchandising activities on our behalf, including in store displays, promotions for new items and obtaining optimum shelf space.

Shipping and Handling Costs

Shipping and Handling Costs incurred to move finished goods from our distribution center to customer locations are included in the line Selling, General and Administrative Expenses in our Statements of Operations.

Net Income/(Loss) Per Common Share

The Company computes per share amounts in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260, “ Earnings per Share”.

ASC Topic 260 requires presentation of basic and diluted EPS.

Basic EPS is computed by dividing the loss available to common stockholders by the weighted-average number of common shares outstanding for the period.

Diluted EPS is based on the weighted average number of shares of common stock and common stock equivalents outstanding during the periods.

There are no potentially dilutive securities that have been excluded from the computation of weighted average shares outstanding.

The Net Operating Loss Carryforwards for federal taxes was $ 3,740,158 , at June 30, 2023 and 3,748,885 at June 30, 2022.

The Net Operating Loss Carryforwards at June 30, 2023 was $ 3,740,158 and $ 3,748,885 for the State of New Jersey.

The Deferred Tax Assets for federal taxes was $ 785,433 at June 30, 2023 and $ 787,266 at June 30, 2022.

The Deferred Tax Assets at June 30, 2023 was $ 336,614 and $ 337,400 at June 30, 2022 for the State of New Jersey.

The total Deferred Tax Assets was $ 1,122,047 at June 30, 2023 and $ 1,124,666 at June 30, 2022.

The Deferred Tax assets have been fully reserved by valuation allowances beyond that portion which is expected to offset current taxes.

As of June 30, 2023, the Company’s Federal income tax payable is $ 13,344 and State Income Tax payable is $ 5,719 .

At June 30, 2022, The Company’s Federal income tax payable and State Income tax payable was zero.

The Company provides for income taxes using the asset and liability approach in accounting for income taxes.

Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse.

Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company expects to utilize all Deferred Tax Assets.

The Company did not have a deferred tax liability at June 30, 2023 and 2022.

As of June 30, 2023, and June 30, 2022, the Company had no accrued interest or penalties because there were none.

The Company had no Federal or State tax examinations in the past nor does it have any at the current time.

Deferred Tax Assets

as of March 31,

as of June 30,

Net Operating Loss

as of March 31,

as of June 30,

State of New Jersey

value of financial instruments

carrying amounts of financial instruments, which include cash, accounts receivable, accounts payable and accrued expense, approximate

their fair values due to their short-term nature.

3 – COMMITMENTS AND CONTINGENCIES

Simpson’s Amended and Restated Employment Agreement (“the Agreement”) dated April 6, 2017 and amended on September

Simpson is paid a salary of $ 8,000 per month and 67,000 shares of non-trading, restricted Common Stock.

Simpson is also paid an annual bonus comprised of cash and non-trading, restricted Common Stock based on the achievement of performance

goals established by the Board of Directors of the Company and set forth in the Agreement.

The cash bonus is established at $ 44,400 per

The stock bonus is set at 200,000 shares of non-trading, restricted Common Stock per year through March 31, 2027.

to the Agreement, if Mr.

Simpson’s employment is terminated without cause, the Company is obligated to pay him all amounts due

under the contract for the remaining term of the contract immediately.

At March 31, 2023, the potential liability to EQUATOR Beverage

Company was $ 408,000 and 3,216,000 shares of non-trading, restricted Common Stock.

4 – STOCKHOLDERS’ EQUITY

July 5, 2022, the State of Delaware approved the 1-for-2 reverse split and the decrease in Authorized shares from 40,000,000 to 20,000,000

June 8, 2022, the Board of Directors of the Company approved a prospective amendment to the Fourth Article of the Company’s Articles

of Incorporation to decrease the authorized common stock from 40,000,000 shares, par value $ 0.001 , to 20,000,000 shares, par value $ 0.001 .

On June 8, 2022, the majority stockholders approved the decrease in authorized shares amendment by written consent, in lieu of a special

meeting of the stockholders.

On June 8, 2022, the Board of Directors of the Company approved the prospective amendment to the Company’s

Articles of Incorporation to effect a 1-for-2 reverse split of the Company’s Common Stock.

On June 8, 2022, stockholders of the

Company owning a majority of the Company’s outstanding voting stock approved the reverse stock split by written consent, in lieu

of a special meeting of the stockholders.

The decrease in authorized shares and reverse stock split was approved by FINRA on July 19,

2022 and effective July 20, 2022.

Fair value of financial instruments

The carrying amounts of financial instruments, which include cash, accounts receivable, accounts payable and accrued expense, approximate their fair values due to their short-term nature.

NOTE 3 – COMMITMENTS AND CONTINGENCIES

Employment Agreement

Pursuant to Mr.

Simpson’s Amended and Restated Employment Agreement (“the Agreement”) dated April 6, 2017 and amended on September 1, 2022, Mr.

Simpson is paid a salary of $ 8,000 per month and a stock award of 67,000 shares of non-trading, restricted Common Stock.

Simpson is also paid an annual bonus comprised of cash and stock awards for non-trading, restricted Common Stock based on the achievement of performance goals established by the Board of Directors of the Company and set forth in the Agreement.

The cash bonus is established at $ 44,400 per year.

The stock award is set at 200,000 shares of non-trading, restricted Common Stock per year through March 31, 2027.

Pursuant to the Agreement, if Mr.

Simpson’s employment is terminated without cause, the Company is obligated to pay him all amounts due under the contract for the remaining term of the contract immediately.

At June 30, 2023, the potential liability to EQUATOR Beverage Company was $ 360,000 and 3,015,000 shares of non-trading, restricted Common Stock.

NOTE 4 – STOCKHOLDERS’ EQUITY

On July 5, 2022, the State of Delaware approved the 1-for-2 reverse split and the decrease in Authorized shares from 40,000,000 to 20,000,000 shares.

On June 8, 2022, the Board of Directors of the Company approved a prospective amendment to the Fourth Article of the Company’s Articles of Incorporation to decrease the authorized common stock from 40,000,000 shares, par value $ 0.001 , to 20,000,000 shares, par value $ 0.001 .

On June 8, 2022, the majority stockholders approved the decrease in authorized shares amendment by written consent, in lieu of a special meeting of the stockholders.

On June 8, 2022, the Board of Directors of the Company approved the prospective amendment to the Company’s Articles of Incorporation to effect a 1-for-2 reverse split of the Company’s Common Stock.

On June 8, 2022, stockholders of the Company owning a majority of the Company’s outstanding voting stock approved the reverse stock split by written consent, in lieu of a special meeting of the stockholders.

The decrease in authorized shares and reverse stock split was approved by FINRA on July 19, 2022 and effective July 20, 2022.

All share and per share data has been retroactively adjusted to reflect the reverse stock split.

Stock Issuances

the three months ended March 31, 2023, 238,500 shares of Restricted and Non-Trading Common Stock were issued to Directors and Officers

of the Company.

Restricted Stock Issuances

During the six months ended June 30, 2023, 477,000 shares of Restricted and Non-Trading Common Stock were issued to Directors and Officers of the Company.

These shares have full voting rights but are restricted for sale and transfer.

the year ended December 31, 2022, 1,353,000 shares of Restricted and Non-Trading Common Stock were issued to Directors and Officers of

During the year ended December 31, 2022, 1,353,000 shares of Restricted and Non-Trading Common Stock were issued to Directors and Officers of the Company.

These shares have full voting rights but are restricted for sale and transfer.

June 1, 2022, Mr.

On June 1, 2022, Mr.

Simpson exercised his options to purchase 159,054 shares of Restricted and Non-Trading shares at $ 0.16 per share.

total exercise value was $ 25,449 .

February 4, 2022, the board of Directors approved the issuance of 525,000 shares of Restricted and Non-Trading Common Stock to Mr.

The total exercise value was $ 25,449 .

On February 4, 2022, the board of Directors approved the issuance of 525,000 shares of Restricted and Non-Trading Common Stock to Mr.

Devlin and Ms.

Cudia for their continued service to the Company.

Simpson was issued 350,000 shares of Restricted and Non-Trading

Common Stock.

Simpson was issued 350,000 shares of Restricted and Non-Trading Common Stock.

Devlin and Ms.

Cudia were each issued 87,500 shares of Restricted and Non-Trading Common Stock.

The value of these

shares was recorded as a component of compensation expense.

Additionally,

Simpson was issued 402,000 shares of Restricted and Non-Trading Common Stock for the stock portion of his annual salary.

was issued 75,000 shares of Restricted and Non-Trading Common Stock as for continuing to serve as a Director of the Company.

was issued 37,500 shares of Restricted and Non-Trading Common Stock for her annual stock bonus.

The value of these shares was recorded

as a component of compensation expense.

Purchased for Cancellation

the year ended December 31, 2022 the Company purchased 830,342 shares of its Restricted Common Stock from shareholders at a cost of $ 193,188 .

5 – STOCK OPTIONS

of March 31, 2023, there are no outstanding stock options.

June 1, 2022, Mr.

The value of these shares was recorded as stock awards.

Additionally, Mr.

Simpson was issued 402,000 shares of Restricted and Non-Trading Common Stock for his stock awards.

Devlin was issued 75,000 shares of Restricted and Non-Trading Common Stock as for continuing to serve as a Director of the Company.

Cudia was issued 37,500 shares of Restricted and Non-Trading Common Stock for her annual stock awards.

The value of these shares was recorded as stock awards.

Stock Purchased for Cancellation

During the quarter ended June 30, 2023, the Company purchased 380,019 shares of its Restricted Common Stock from shareholders at a cost of $ 38,002 .

During the year ended December 31, 2022 the Company purchased 830,342 shares of its Restricted Common Stock from shareholders at a cost of $ 193,188 .

NOTE 5 – STOCK OPTIONS

As of June 30, 2023, there are no outstanding stock options.

On June 1, 2022, Mr.

Simpson exercised options to purchase 159,054 shares of Restricted and Non-Trading shares at $ 0.16 per share.

exercise value was $ 25,449 .

February 4, 2022, the Company adjusted the exercise price of the options granted to Mr.

The total exercise value was $ 25,449 .

On February 4, 2022, the Company adjusted the exercise price of the options granted to Mr.

Simpson from $ 0.32 per share to $ 0.16 per share.

following table summarizes stock option activity:

SCHEDULE OF STOCK OPTIONS ACTIVITY

The following table summarizes stock option activity:

Expiration Date

Days to Expiration

Exercise Price

Outstanding January 1, 2022

2 unchanged sentences

Glenn Simpson

Outstanding March 31, 2023

Outstanding June 30, 2023

Glenn Simpson

the three months ended March 31, 2023 and 2022, compensation expense related to stock options was $ 0 .

As of March 31, 2023, there was

no unrecognized compensation cost related to non-vested stock options.

6 – RELATED PARTY TRANSACTIONS

the three months ended March 31, 2023, Mr.

During the six months ended June 30, 2023 and 2022, compensation expense related to stock options was $ 0 .

As of June 30, 2023, there was no unrecognized compensation cost related to non-vested stock options.

NOTE 6 – RELATED PARTY TRANSACTIONS

During the six months ended June 30, 2023, Mr.

Simpson lent funds to the Company.

As of March 31, 2023, the loan payable to Mr.

the year ended December 31, 2022, Mr.

As of June 30, 2023, the loan payable to Mr.

Simpson was $ 290,000 .

During the year ended December 31, 2022, Mr.

Simpson lent funds to the Company.

As of December 31, 2022, the loan payable to Mr.

June 1, 2022, Mr.

Simpson was $ 225,000 .

On June 1, 2022, Mr.

Simpson exercised 159,054 stock options at an exercise price of $ 0.16 .

The Company issued 159,054 Restricted and Non-Trading

shares of Common Stock in exchange for the total exercise price of $ 25,449 .

The Company issued 159,054 Restricted and Non-Trading shares of Common Stock in exchange for the total exercise price of $ 25,449 .

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 1. Financial Statements