2 unchanged sentences
Condensed Balance Sheets (Unaudited)
−Removed: As of September 30, 2023 and December 31, 2022
−Removed: September 30,
+Added: As of March 31, 2024 and December 31, 2023
Current Assets
9 unchanged sentences
Total Current Liabilities
+Added: Commitments and Contingencies – Refer to Note 3
Stockholders’ Equity
−Removed: Common stock, 20,000,000 shares authorized at $ 0.001 par value, 16,641,096 and 16,230,615 shares issued and outstanding, at September 30, 2023 and December 31, 2022, respectively
+Added: Common stock, 20,000,000 shares authorized at $ 0.001 par value, 17,134,346 and 16,933,346 shares issued and outstanding, at March 31, 2024 and December 31, 2023, respectively
Additional paid-in capital
7 unchanged sentences
Condensed Statements of Operations (Unaudited)
−Removed: For the Three Months Ended September 30, 2023 and 2022
−Removed: Cost of Revenue
−Removed: Operating Expenses
−Removed: Selling, general and administrative
−Removed: Total Operating Expenses
−Removed: Loss from Operations
−Removed: Interest Expense
−Removed: Net Loss per common share, basic and diluted
−Removed: Weighted average number of common shares outstanding, basic and diluted
−Removed: The accompanying notes are an integral part of these condensed financial statements.
−Removed: EQUATOR BEVERAGE COMPANY
−Removed: Condensed Statements of Operations (Unaudited)
−Removed: For the Nine Months Ended September 30, 2023 and 2022
+Added: For the Three Months Ended March 31, 2024 and March 31, 2023
Cost of Revenue
2 unchanged sentences
Total Operating Expenses
−Removed: Loss from Operations
+Added: Income / (Loss) from Operations
Interest Expense
−Removed: Loss Before Provision for Income Taxes
+Added: Income / (Loss) Before Provision for Income Taxes
+Added: $ ( 102,379 )
Provision for Income Taxes
+Added: Benefit from Deferred Tax Asset
+Added: Net Income / (Loss)
$ ( 103,020 )
−Removed: Net Loss per common share, basic and diluted
+Added: Net Income / (Loss) Per Common Share, Basic and Diluted
Weighted Average Number of Common Shares Outstanding, Basic and Diluted
2 unchanged sentences
Condensed Statements of Cash Flows (Unaudited)
−Removed: For the Nine Months Ended September 30, 2023 and 2022
+Added: For the Three Months Ended March 31, 2024 and 2023
Cash Flows from Operating Activities:
+Added: Net income / (loss)
$ ( 103,020 )
−Removed: Adjustments to reconcile net loss to net cash provided by/ (used in) operating activities:
−Removed: Stock issued to directors and employees
+Added: Adjustments to Reconcile Net Income / (Loss) to Net Cash Provided by / (Used In) Operating Activities:
+Added: Restricted, non-trading common stock issued to directors and employees
Changes in Assets and Liabilities:
Increase in accounts receivable
−Removed: Decrease/(Increase) in inventory
−Removed: Decrease/(Increase) in supplier deposits
−Removed: Increase in prepaid expenses
−Removed: (Increase)/Decrease in accounts payable and accrued expenses
+Added: (Increase) / decrease in inventory
+Added: Decrease in supplier deposits
+Added: Decrease in prepaid expenses
+Added: Increase in accounts payable and accrued expenses
Net Cash Provided by / (Used in) Operating Activities
2 unchanged sentences
Repayments of related party loan
−Removed: Proceeds from options exercise
−Removed: Shares repurchased for cancellation
−Removed: Net cash (used in) / provided by financing activities
+Added: Net Cash Provided by Financing Activities
Net Increase / (Decrease) in Cash and Cash Equivalents
4 unchanged sentences
Summary of non-cash investing and financing activity:
−Removed: During the nine-month period ended September 30, 2023 the Company issued a total of 790,500 Restricted and Non-Trading shares with an implied value of $158,567 to directors and officers as a result of contractual stock awards.
−Removed: During the nine-month period ended September 30, 2022 the Company issued a total of 1,198,554 Restricted and Non-Trading shares with an implied value of $184,408 to directors and officers as a result of contractual stock awards and to settle obligations payable.
+Added: During the three-month period ended March 31, 2024 the Company issued a total of 201,000 restricted and non-trading shares with an implied value of $122,610 to directors and officers as a result of contractual stock awards.
+Added: 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 as a result of contractual stock awards.
The accompanying notes are an integral part of these condensed financial statements.
1 unchanged sentence
Condensed Statements of Changes in Stockholders’ Equity (Unaudited)
−Removed: For the Nine Months Ended September 30, 2023 and 2022
−Removed: Stockholders’
+Added: For the Three Months Ended March 31, 2024 and 2023
Balance, December 31, 2023
$ ( 23,809,238 )
−Removed: Stock issued to Directors and employees
−Removed: Stock repurchased and returned to Treasury
+Added: Restricted, Non-Trading Stock issued to Directors and employees
+Added: Stock Retired to Treasury
Balance, March 31, 2024
$ ( 23,912,258 )
−Removed: Stock issued to Directors and employees
−Removed: Stock repurchased and returned to Treasury
−Removed: Balance, June 30, 2023
−Removed: $ ( 23,605,966 )
−Removed: Stock issued to Directors and employees
−Removed: Balance, September 30, 2023
−Removed: ( 23,659,877 )
Balance, December 31, 2022
$ ( 23,629,281 )
−Removed: Stock issued to Directors and employees
−Removed: Stock repurchased and returned to Treasury
+Added: Restricted, Non-Trading Stock issued to Directors and employees
+Added: Stock Retired to Treasury
Balance, March 31, 2023
$ ( 23,624,796 )
−Removed: Stock issued to Directors and employees
−Removed: Exercise of Stock Options
−Removed: Stock repurchased and returned to Treasury
−Removed: Balance, June 30, 2022
−Removed: Stock issued to Directors and employees
−Removed: Balance, September 30, 2022
−Removed: ( 23,561,999 )
The accompanying notes are an integral part of these condensed financial statements.
1 unchanged sentence
Notes to Condensed Financial Statements (Unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
NOTE 1 – BUSINESS
1 unchanged sentence
Our beverages have been certified Non-GMO Project Verified and USDA Organic, and we offer both nonalcoholic and ready-to-drink alcoholic options.
−Removed: In addition, we have a line of sparkling energy beverages targeted towards female consumers.
+Added: In addition, we have a line of sparkling energy beverages.
Our beverages can be found in North America, the Caribbean, and Bermuda.
11 unchanged sentences
Sales and Distribution
−Removed: The Company’s flagship product is MOJO Coconut Water.
−Removed: In addition to Coconut Water, the Company produces Coconut Water + Pineapple Juice, Organic Coconut Water, Sparkling Coconut Water Citrus, Sparkling Coconut Water Blood Orange, Sparkling Coconut Water Pink Grapefruit, Energy Sparkling Citrus, Energy Sparkling Blood Orange, Energy Sparkling Pink Grapefruit, Cubano Blue Agave Tequila Organic Sparkling Coconut Water Citrus and Cubano Blue Agave Tequila Organic Sparkling Coconut Water Blood Orange.
+Added: The Company’s main product is MOJO Coconut Water.
+Added: In addition to Coconut Water, the Company produces Coconut Water + Pineapple Juice, Coconut Water + Mango Juice, Organic Coconut Water, Sparkling Coconut Water Citrus, Sparkling Coconut Water Blood Orange, Sparkling Coconut Water Pink Grapefruit, Energy Sparkling Citrus, Energy Sparkling Blood Orange, Energy Sparkling Pink Grapefruit, Cubano Blue Agave Tequila Organic Sparkling Coconut Water Citrus and Cubano Blue Agave Tequila Organic Sparkling Coconut Water Blood Orange.
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.
14 unchanged sentences
The Company’s production facilities are subject to FDA regulation.
−Removed: As of September 30, 2023, the Company had two employees.
+Added: As of March 31, 2024, the Company had two employees.
The Company also uses the services of contractors, consultants and other third-parties.
−Removed: We contract with food brokers to represent our products to specific specialized sales channels.
−Removed: We utilize the services of direct sales and distribution companies that deliver and sell our products to their customers.
−Removed: We contract with manufacturing facilities to produce our products and outsource the storage and transportation of our products.
+Added: The Company uses third party bottlers to produce its products which is standard industry practice for every beverage company.
+Added: We also use trucking and logistics companies to transport and store our products.
+Added: We use brokers to sell our product and other professionals for accounting, legal and marketing support, to do all these functions internally would take hundreds of employees and not be cost effective.
CORPORATE HISTORY AND DEVELOPMENT
2 unchanged sentences
EQUATOR’s stock is traded on the OTCQB under the symbol MOJO.
−Removed: On June 8, 2022, the Board of Directors and majority stockholder of the Company approved a change of name from MOJO Organics, Inc.
−Removed: to EQUATOR Beverage Company.
−Removed: This change of name was filed with the State of Delaware and became effective July 5, 2022.
Interim Financial Statements
3 unchanged sentences
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.
−Removed: The results for the nine months ended September 30, 2023 are not necessarily indicative of the results that the Company will have for any subsequent period.
+Added: The results for the three months ended March 31, 2024 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, 2023 included in the Company’s Annual Report on Form 10-K.
6 unchanged sentences
Cash equivalents include investment instruments and time deposits purchased with a maturity of three months or less.
−Removed: As of September 30, 2023, and September 30, 2022, the Company did not have any cash equivalents.
+Added: As of March 31, 2024, and March 31, 2023, the Company did not have any cash equivalents.
Accounts Receivable
−Removed: Accounts receivable is stated at the amount management expects to collect from outstanding balances.
+Added: 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.
−Removed: The allowance for doubtful accounts as of September 30, 2023 and 2022 was zero.
+Added: The allowance for doubtful accounts as of March 31, 2024 and 2023 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”).
12 unchanged sentences
Diluted EPS is based on the weighted average number of shares of common stock and common stock equivalents outstanding during the periods.
−Removed: The Net Operating Loss Carryforward as of January 1, 2023 was $ 3,935,416 and $ 3,743,615 at January 1, 2022.
−Removed: The Taxable Income from January 1 to September 30, 2023 was $ 145,584 and the Net Operating Loss Carryforward as of September 30, 2023 was $ 3,789,832 .
−Removed: The Net Loss during the same period January 1 to September 30, 2022 was $ 7,882 , and the Net Operating Loss Carryforward as of September 30, 2022 was $ 3,751,497 .
−Removed: The Federal Deferred Tax Asset on January 1, 2023 was $ 826,437 and the Federal Tax Expense as of September 30, 2023 was $ 30,573 .
−Removed: The Federal Deferred Tax Asset on January 1, 2022 was $ 786,159 and the Federal Tax Expense as of September 30, 2022 was $ 0 .
−Removed: The Federal Deferred Tax asset on September 30, 2023 was $ 795,865 and $ 786,159 on September 30, 2022.
−Removed: The Deferred Tax Asset for the State of New Jersey on January 1, 2023 was $ 354,187 and the State Income Tax Payable as of September 30, 2023 was $ 13,103 .
−Removed: The Deferred Tax Asset for the State of New Jersey on January 1, 2022 was $ 336,925 and the State Income Tax Payable was $ 0 .
−Removed: The Deferred Tax Asset for the State of New Jersey on September 30, 2023 was $ 341,085 and $ 336,925 on September 30, 2022.
−Removed: The Total Deferred Tax Assets as of September 30, 2023 is $ 1,136,950 and $ 1,123,084 as of September 30, 2022.
−Removed: The Deferred Tax assets have been fully reserved by valuation allowances beyond that portion which is expected to offset current taxes.
The Company provides for income taxes using the asset and liability approach in accounting for income taxes.
1 unchanged sentence
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.
−Removed: The Company expects to utilize all Deferred Tax Assets.
−Removed: The Company did not have a deferred tax liability at September 30, 2023 and 2022.
−Removed: As of September 30, 2023, and September 30, 2022, the Company had no accrued interest or penalties.
+Added: The Company did not have a deferred tax liability at March 31, 2024 and 2023.
+Added: As of March 31, 2024, and March 31, 2023, the Company had no accrued interest or penalties.
The Company had no Federal or State tax examinations in the past nor does it have any at the current time.
+Added: The table below shows the details of the Net Operating Loss Carryforward and Deferred Tax Assets for 2024 and 2023:
Net Operating Loss Carryforward, January 1
−Removed: Taxable Income/ (Net Loss), January 1 to September 30
−Removed: Net Operating Loss Carryforward, September 30
+Added: Taxable Income, January 1 to March 31
+Added: Net Operating Loss Carryforward, March 31
Federal Deferred Tax Asset, January 1
−Removed: Federal Tax Expense as of September 30
−Removed: Federal Deferred Tax Asset, September 30
+Added: Federal Tax Expense as of March 31 (21% Tax Rate)
+Added: Federal Deferred Tax Asset, March 31
State of New Jersey Deferred Tax Asset, January 1
−Removed: State of New Jersey Tax Expense as of September 30
−Removed: State of New Jersey Deferred Tax Asset, September 30
−Removed: Total Deferred Tax Asset, September 30
+Added: State of New Jersey Tax Expense as of March 31 (9% Tax Rate)
+Added: State of New Jersey Deferred Tax Asset, March 31
+Added: Total Deferred Tax Asset, March 31
+Added: Total Tax Expense
+Added: The table below shows the reconciliation of Net Income / (Loss) per Books to Taxable Income:
+Added: Net Income/(Loss) before Taxes
+Added: $ ( 102,378 )
+Added: Taxable Net Income
Fair value of financial instruments
3 unchanged sentences
Pursuant to Mr.
−Removed: Simpson’s Amended and Restated Employment Agreement (“the Agreement”) dated April 6, 2017 and amended on September 1, 2022, Mr.
+Added: Simpson’s Employment Agreement (“the Agreement”) dated January 1, 2024 Mr.
Simpson is paid a salary of $ 9,000 per month and a stock award of 67,000 shares of non-trading, restricted Common Stock.
−Removed: The employment agreement expires on March 31, 2027.
+Added: The employment agreement expires on December 31, 2029.
Pursuant to the Agreement, should Mr.
1 unchanged sentence
Simpson all amounts from the contract immediately for the remaining term of 69 months.
−Removed: At September 30, 2023, the potential liability to EQUATOR Beverage Company was $ 336,000 and 2,814,000 shares of non-trading, restricted Common Stock.
+Added: At March 31, 2024, the potential liability to EQUATOR Beverage Company was $ 621,000 and 4,623,000 shares of non-trading, restricted Common Stock.
NOTE 4 – STOCKHOLDERS’ EQUITY
−Removed: 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.
−Removed: 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 .
−Removed: 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.
−Removed: 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 .
−Removed: 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.
−Removed: The decrease in authorized shares and reverse stock split was approved by FINRA on July 19, 2022 and effective July 20, 2022.
−Removed: All share and per share data has been retroactively adjusted to reflect the reverse stock split.
+Added: The Company has authorized 20,000,000 shares of Common Stock having a par value of $ 0.001 .
Restricted Stock Issuances
−Removed: The table below summarizes the restricted stock awards during the first nine months of 2023 and 2022:
−Removed: Restricted Stock Awards
+Added: The table below summarizes the restricted, non-trading stock awards during the first three months of 2024 and 2023:
+Added: Restricted, Non-trading Stock Awards
Officers and Directors
−Removed: January 1 to September 30
−Removed: Glenn Simpson
−Removed: Glenn Simpson
−Removed: Jeffrey Devlin
−Removed: Jeffrey Devlin
−Removed: Glenn Simpson
−Removed: Glenn Simpson
−Removed: Jeffrey Devlin
−Removed: Jeffrey Devlin
+Added: January 1 to March 31
Glenn Simpson
1 unchanged sentence
Jeffrey Devlin
−Removed: Jeffrey Devlin
−Removed: On June 1, 2022, Mr.
−Removed: Simpson exercised his options to purchase 159,054 shares of Restricted and Non-Trading shares at $ 0.16 per share.
−Removed: The total purchase price was $ 24,449 .
−Removed: The stock closed at $ 0.16 on the exercise date.
−Removed: There were no options outstanding after this option exercise.
Stock Purchased for Cancellation
−Removed: During the nine months ended September 30, 2023, the Company purchased 380,019 shares of its Restricted Common Stock from shareholders at a cost of $ 38,002 .
−Removed: 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 .
−Removed: NOTE 5 – STOCK OPTIONS
−Removed: As of September 30, 2023, there are no outstanding stock options and there was no obligation to issue stock options.
−Removed: On June 1, 2022, Mr.
−Removed: Simpson exercised options to purchase 159,054 shares of Restricted and Non-Trading shares at $ 0.16 per share.
−Removed: The total purchase price was $ 25,449 .
−Removed: The stock closed at $ 0.16 on the exercise date.
−Removed: There were no options outstanding after this option exercise.
−Removed: On February 4, 2022, the Company adjusted the exercise price of the options granted to Mr.
−Removed: Simpson from $ 0.32 per share to $ 0.16 per share.
−Removed: The stock closed at $ 0.17 on that day.
−Removed: During the nine months ended September 30, 2023 and 2022, compensation expense related to stock options was $ 0 .
−Removed: As of September 30, 2023, there was no unrecognized compensation cost related to non-vested stock options.
+Added: During the quarter ended March 31, 2024, the Company did not purchase any shares of its Common Stock from shareholders.
+Added: During the year ended December 31, 2023, the Company purchased 401,269 shares of its Common Stock from shareholders at a cost of $ 51,814 .
NOTE 5 – RELATED PARTY TRANSACTIONS
2 unchanged sentences
The principal and any accrued interest are due and payable on demand, and the Company has the right to pay back the loan in full or make payments without penalty.
−Removed: As of September 30, 2023, the loan payable to Mr.
+Added: As of March 31, 2024, the loan payable to Mr.
Simpson was $ 360,000 .
−Removed: As of September 30, 2022, the loan payable to Mr.
+Added: As of March 31, 2023, the loan payable to Mr.
Simpson was $ 235,000 .
−Removed: On June 1, 2022, Mr.
−Removed: Simpson exercised 159,054 stock options at an exercise price of $ 0.16 .
−Removed: The Company issued 159,054 Restricted and Non-Trading shares of Common Stock in exchange for the total purchase price of $ 25,449 .
−Removed: The stock closed at $ 0.16 on the exercise date.
−Removed: There were no options outstanding after this option exercise.
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.