What changed in this filing

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Item 1. Financial Statements

2023-05-15 compared with 2022-11-14 · 460 added, 333 removed, 388 unchanged (67% of the section changed)

1 unchanged sentence

INDEX TO FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of September 30, 2022 (unaudited) and December 31, 2021

Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2022 and 2021 (unaudited)

Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2022, and 2021 (unaudited)

Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 2021 (unaudited)

Condensed Consolidated Balance Sheets as of March 31, 2023 (unaudited) and December 31, 2022

Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2023 and 2022 (unaudited)

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31, 2023, and 2022 (unaudited)

Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022 (unaudited)

Notes to the Condensed Consolidated Financial Statements (unaudited)

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Condensed Consolidated Balance Sheets

September 30,

Current Assets:

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Accounts payable

Cash overdraft

Accrued expenses

Preferred dividend payable (related parties)

Merchant portfolio purchase installment obligation

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Preferred stock, $ 0.01 par value, 1,000,000 shares authorized, no shares issued and outstanding

Series A Preferred stock, $ 0.01 par value, 10,000 shares authorized, 4,633 shares issued and outstanding at September 30, 2022 and December 31, 2021

Common stock, $ 0.0001 par value, 200,000,000 shares authorized, 14,702,804 and 11,984,396 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively

Series A Preferred stock, $ 0.01 par value, 10,000 shares authorized, 1,021 shares issued and outstanding at March 31, 2023 and December 31, 2022

Common stock, $ 0.0001 par value, 50,000,000 shares authorized, 15,344,077 and 15,207,714 shares issued, 15,217,905 and 15,081,542 shares outstanding, at March 31, 2023 and December 31, 2022, respectively

Treasury stock, at cost, 126,172 shares at March 31, 2023 and December 31, 2022

Additional paid-in capital

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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

T he accompanying notes are an integral part

of these unaudited condensed consolidated financial statements.

T he accompanying notes are

an integral part of these unaudited condensed consolidated financial statements.

The OLB Group, Inc.

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For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

Transaction and processing fees

Merchant equipment rental and sales

Revenue, net - cryptocurrency mining

Revenue, net - cryptocurrency mining segment

Other revenue from monthly recurring subscriptions

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Amortization and depreciation expense

Depreciation expense - cryptocurrency mining

Depreciation expense - bitcoin mining equipment

Salaries and wages

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( 1,455,607 )

( 2,549,645 )

Other income (expense):

Interest expense

Other income (expense)

Total other income (expense)

Net Loss before income taxes

$ ( 1,712,562 )

$ ( 900,354 )

Realized loss on sale of bitcoin

Total other (expense) income

Loss before income taxes

( 2,615,405 )

( 1,455,596 )

Income tax expense

( 2,615,405 )

( 1,455,596 )

Preferred dividends (related parties)

Net Loss Applicable to Common Shareholders

$ ( 2,646,035 )

$ ( 1,594,586 )

Net loss per share, basic and diluted

Net loss per common share, basic and diluted

Weighted average shares outstanding, basic and diluted

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Condensed Consolidated Statements of Stockholders’

For the Three and Nine Months ended September

30, 2022 and 2021

For the Three Months ended March 31, 2023 and

Preferred Stock

Balance at January 1, 2022

$ ( 25,606,964 )

Stock based compensation

Common stock issued for common control acquisitions

Common stock issued for exercise of warrants

( 1,455,596 )

Balance at December 31, 2022

$ ( 109,988 )

Balance at March 31, 2022

$ ( 33,394,233 )

Common stock issued to related parties for accrued liabilities

Preferred stock dividends

Stock based compensation

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( 2,615,405 )

Balance at June 30, 2022

$ ( 28,500,514 )

Stock based compensation

( 1,712,562 )

Balance at March 31, 2023

$ ( 109,988 )

Balance at September 30, 2022

$ ( 36,009,638 )

Preferred Stock

Balance at January 1, 2021

Balance at December 31, 2021

$ ( 25,606,964 )

Stock based compensation

Common stock issued for the exercise of Warrants

( 1,099,857 )

Balance at March 31, 2021

Common stock issued for common control acquisitions

Common stock issued for exercise of warrants

Preferred stock dividends (Revised)

( 1,455,596 )

Stock based compensation

Common stock issued for the exercise of warrants – related party

Balance at June 30, 2021

( 1,455,596 )

Common stock and warrants sold for cash

Warrants converted to common stock

Stock based compensation

Options issued for intangible assets

Balance at September 30, 2021

Balance at March 31, 2022 (Revised)

$ ( 27,062,560 )

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Condensed Consolidated Statements of Cash Flows

For the Nine Months Ended

September 30,

For the Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

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$ ( 1,455,596 )

Adjustments to reconcile net loss to net cash used in operations:

Adjustments to reconcile net loss to net cash provided by and used in operations:

Depreciation and amortization

Stock based compensation

Operating lease expense

Operating lease expense, net of repayment

Loss on sale of bitcoin

Changes in assets and liabilities:

1 unchanged sentence

Prepaid expenses and other current assets

( 1,349,516 )

Other long-term assets

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Other accrued liabilities

Net cash used in operating activities

( 1,028,510 )

( 1,602,406 )

Net cash provided by (used in) operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Acquisition of intangible assets

Purchase of property and equipment

( 6,003,300 )

Acquisition of property and equipment

Net cash used in investing activities

( 6,068,300 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Cash overdraft

Proceeds from note payable

Payments on note payable

( 7,654,845 )

Proceeds from exercise of warrants

Net proceeds from sale of common stock and warrants

Net cash provided by financing activities

Net cash (used in) provided by financing activities

Net change in cash

( 1,173,708 )

( 2,661,436 )

Cash – beginning of period

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Cash paid for:

Supplemental Non-Cash Disclosure:

Stock options issued for intangible asset

Non-cash investing and financing transactions:

Common stock issued for accrued liabilities

Preferred stock dividends

Cancellation of operating leases

The accompanying notes are an integral part

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Notes to the Unaudited Consolidated Financial

September 30, 2022

March 31, 2023

NOTE 1 – BACKGROUND

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was incorporated in the State of Delaware on November 18, 2004 and provides services through its wholly-owned subsidiaries and business

The Company generates its revenue through two business segments its Fintech Services and Cryptocurrency Business segments.

The Company generates its revenue through two business segments its Fintech Services and Cryptocurrency Mining Business segments.

Fintech Services:

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transaction processing services (“Fintech Services”) to businesses throughout the United States.

Through its eVance Capital,

subsidiary (“eVance”), the Company provides an integrated suite of third-party merchant payment processing services and

related proprietary software enabling products that deliver credit and debit card-based internet payment processing solutions primarily

to small and mid-sized merchants operating in physical “brick and mortar” business environments, on the internet and in retail

settings requiring both wired and wireless mobile payment solutions.

eVance operates as an independent sales organization (“ISO”)

generating individual merchant processing contracts in exchange for future residual payments.

As a wholesale ISO, eVance has a direct

contractual relationship with the merchants and takes greater responsibility in the approval and monitoring of merchants than do retail

ISOs and as a result, receives additional consideration for this service and risk.

Through its eVance , Inc.

subsidiary (“eVance”), the Company provides an integrated suite of third-party merchant payment processing services and related

proprietary software enabling products that deliver credit and debit card-based internet payment processing solutions primarily to small

and mid-sized merchants operating in physical “brick and mortar” business environments, on the internet and in retail settings

requiring both wired and wireless mobile payment solutions.

eVance operates as an independent sales organization (“ISO”) generating

individual merchant processing contracts in exchange for future residual payments.

As a wholesale ISO, eVance has a direct contractual

relationship with the merchants and takes greater responsibility in the approval and monitoring of merchants than do retail ISOs and as

a result, receives additional consideration for this service and risk.

The Company’s Securus365, Inc.

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subsidiary operates as a retail ISO and receives residual income as commission for merchants it places with third party processors.

Company’s eVance Capital, Inc subsidiary provides lending services to merchants processing with eVance, Inc.

CrowdPay.us, Inc.

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OmniSoft.io, Inc.

(“OmniSoft”) operates

a software platform for small merchants.

The Omnicommerce applications work on an iPad, mobile device and the web and allows customers

to sell a store’s products in a physical, retail setting.

To date, the activities of this subsidiary have been nominal when compared

to the overall business.

(“OmniSoft”) operates a software platform

for small merchants.

The Omnicommerce applications work on an iPad, mobile device and the web and allow customers to sell a store’s

products in a physical, retail setting.

To date, the activities of this subsidiary have been nominal when compared to the overall business.

On May 14, 2021, the Company formed OLBit, Inc., a wholly-owned subsidiary

The purpose of OLBit is to hold the Company’s assets and operate its business related to its emerging lending

and transactional business leveraging the Company’s Cryptocurrency Business and Fintech Services business.

The Company also provides ecommerce development

and consulting services on a project-by-project basis.

Cryptocurrency Business:

On July 23, 2021, the Company formed DMINT, Inc.,

a wholly owned subsidiary (“DMINT”).

The purpose of DMINT is to operate its business related to cryptocurrency mining (“Cryptocurrency

Cryptocurrency Mining Business:

On July 23, 2021, the Company formed DMINT, Inc., a wholly-owned subsidiary

The purpose of DMINT is to operate its business related to Bitcoin mining (“Cryptocurrency Business”).

On July 28, 2021, the Company entered into an

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of Common Stock, $ 0.0001 par value (with a fair value of approximately $ 4.5 million on the date of grant) at an exercise price

of $ 0.0001 per share.

The natural gas is being used in connection with the Cryptocurrency Business.

On May 14, 2021, the Company formed OLBit, Inc.,

a wholly owned subsidiary (“OLBit”).

The purpose of OLBit is to hold the Company’s assets and operate its business related

to its emerging lending and transactional business leveraging the Company’s Cryptocurrency Business and Fintech Services business.

of $ 0.0001 per share (the “CAI Options”).

The natural gas was being used in connection with the Cryptocurrency Business

prior to opening the Selmer, Tennessee location.

On June 24, 2022 the Company formed DMint Real

Estate Holdings, Inc., a wholly-owned subsidiary of DMint.

The purpose of DMint Real Estate Holdings, Inc is to buy and hold real estate

related to DMint.

On November 22, 2022, Mr.

Ronny Yakov purchased

the CAI Options, in a privately negotiated transaction, for $ 700,000 using his personal funds.

COVID-19 Impact

On January 30, 2020, the World Health Organization

declared the COVID-19 (coronavirus) outbreak a “Public Health Emergency of International Concern” and on March 10, 2020, declared

it to be a pandemic.

The virus and actions taken to mitigate its spread have had and are expected to continue to have a broad adverse

impact on the economies and financial markets of many countries, including the geographical areas in which the Company operates.

to the pandemic, the Company has been working with merchants to address potential changes to the purchase patterns of consumers.

it has been focusing on servicing merchants that sell products with an extended delivery time frame, that have products that are paid

for in advance, and that work in the catering, ticketing, limo and travel related businesses which have been directly impacted by the

social distancing requirement of the pandemic.

Further, for those of the Company’s employees that are able to perform their job

remotely, the Company implemented a “remote work” policy and provided employees with the technology necessary to continue

to do their jobs from home and for those employees that are unable to perform their job from a remote location, the Company has taken

steps to ensure appropriate distancing, continue to require wearing masks in the office and added sanitizing stations along with requiring

frequent hand washing and work station cleaning.

On January 30, 2020, the World Health Organization declared the COVID-19

(coronavirus) outbreak a “Public Health Emergency of International Concern”, and on March 10, 2020, declared it to be a pandemic.

The virus and actions taken to mitigate its spread have had and are expected to continue to have a broad adverse impact on the economies

and financial markets of many countries, including the geographical areas in which the Company operates.

In response to the pandemic,

the Company has been working with merchants to address potential changes to the purchase patterns of consumers.

In addition, it has been

focusing on servicing merchants that sell products with an extended delivery time frame, that have products that are paid for in advance,

and that work in the catering, ticketing, limo and travel related businesses which have been directly impacted by the social distancing

requirement of the pandemic.

Further, for those of the Company’s employees that are able to perform their job remotely, the Company

implemented a “remote work” policy and provided employees with the technology necessary to continue to do their jobs from

home and for those employees that are unable to perform their job from a remote location, the Company has taken steps to ensure appropriate

distancing, continue to require wearing masks in the office and added sanitizing stations along with requiring frequent hand washing and

work station cleaning.

In addition, the Company has been encouraging its employees to get vaccinated, if possible.

At September 30, 2022, all employees were no longer working remotely and had returned to the office.

However, the Company continues to

monitor and follow the advice of federal and state authorities.

The Company has not seen a material impact on its business since states

began to roll back restrictions on businesses in the United States.

By December 31, 2022,

all employees were no longer working remotely and had returned to the office.

However, the Company continues to monitor and follow the

advice of federal and state authorities.

The Company has not seen a material impact on its business since states began to roll back restrictions

on businesses in the United States.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

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all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position,

results of operations and cash flows of the Company as of and for the nine month period ending September 30, 2022 and not necessarily

indicative of the results to be expected for the full year ending December 31, 2022.

These unaudited financial statements should be read

in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the

year ended December 31, 2021.

results of operations and cash flows of the Company as of and for the three month period ending March 31, 2023 and not necessarily indicative

of the results to be expected for the full year ending December 31, 2023.

These unaudited financial statements should be read in conjunction

with the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December

Use of Estimates

The preparation of financial statements in conformity

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure

of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during

the reporting period.

The preparation of financial statements in conformity with U.S.

requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent

assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting

Actual results could differ from those estimates.

The Company’s accounting estimates include the collectability

of receivables, useful lives of long-lived assets and recoverability of those assets, impairment in fair value of goodwill, valuation

allowances for income taxes, stock-based compensation.

The Company’s accounting estimates include the collectability of

receivables, useful lives of long-lived assets and recoverability of those assets, impairment in fair value of goodwill, valuation allowances

for income taxes and stock-based compensation.

Principles of Consolidation

The accompanying condensed consolidated financial

statements include the accounts of the Company and its wholly-owned subsidiaries, eVance, Securus, CrowdPay, Omnisoft, OLBit, DMINT and

Crowd Ignition, Inc.

All significant intercompany transactions and balances have been eliminated.

Reclassifications

Certain reclassifications have been made to the

prior year financial information to conform to the presentation used in the financial statements for the three and nine months ended September

accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, eVance Inc,

eVance Capital Inc, Securus, CrowdPay, Omnisoft, OLBit, DMINT and DMint Real Estate Holdings.

All significant intercompany

transactions and balances have been eliminated.

Revision for Correction of Immaterial Error

Subsequent to the initial issuance of the

Company’s March 31, 2022 financial statements, management discovered it did not record the accrual for dividends on its Series

A Preferred Stock.

The Series A Preferred Stockholders are entitled to receive cash dividends at a rate per share (as a percentage

of the Stated Value per share) of 12 % per annum.

In accordance with Staff Accounting Bulletin (“SAB”)

99, “Materiality,” and SAB No.

108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements

in Current Year Financial Statements,” the Company evaluated the error and determined that the related impact did not materially

misstate previously issued consolidated financial statements.

Although the Company concluded that the misstatement was not

material to its previously issued consolidated financial statements, the Company has determined it is appropriate to adjust its previously

issued consolidated financial statements to correct for the error in the context of comparative financial statements.

The following

are the relevant line items from the Company’s consolidated financial statements which illustrate the effect of the corrections

to the periods presented:

Statement of Operations

Three Months Ended March 31, 2022

$ ( 1,455,596 )

Preferred stock dividends

Net loss applicable to common shareholders

( 1,455,596 )

( 1,594,586 )

Loss per share

Weighted average common shares outstanding

Statement of Cash Flows

Three Months Ended March 31, 2022

Supplemental non-cash disclosure:

Preferred stock dividends

$ ( 138,990 )

Concentration of Credit Risk

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At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).

As of September 30, 2022, the Company had $ 1,550,124 of cash in excess of the FDIC’s $ 250,000 insurance limit.

As of March 31, 2023 and December 31, 2022, the Company had no cash in excess of the FDIC’s $ 250,000 coverage limit.

Operating Segments

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Our chief operating

decision–making group is composed of the Chief Executive Officer and Vice President - Finance.

The Company has two operating segments

as of September 30, 2022.

decision–making group is composed of the chief executive officer and Vice President.

The Company has two operating segments as of

March 31, 2023 and December 31, 2022.

See Note 14, “Segment Information”.

Stock-based Compensation

We account for equity-based transactions with

employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation – Stock Compensation” (Topic

718) , which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of

the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied

any other conditions necessary to earn the right to benefit from the instruments.

Topic 718 also states that observable market prices

of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should

be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions.

if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated

by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718.

Net Loss per Share

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of common stock during the period.

The weighted average number of common shares for the nine months ended September 30, 2022 and 2021

does not include warrants to acquire up to 8,563,127 and 3,778,533 shares of common stock, respectively, because of their anti-dilutive

The weighted average number of common shares for the nine months ended September 30, 2022 and 2021 does not include up to 774,586

and 11,112 options, respectively, to purchase common stock because of their anti-dilutive effect.

The weighted average number of common shares for the three months ended March 31, 2023 and 2022 does

not include warrants to acquire 8,563,127 and 8,563,127 shares of common stock, respectively, because of their anti-dilutive effect.

weighted average number of common shares for the three months ended March 31, 2023 and 2022, does not include 1,135,935 and 779,029 options,

respectively, to purchase common stock because of their anti-dilutive effect.

Property and Equipment

Property and equipment is stated at cost less

accumulated depreciation and amortization.

Depreciation of property and equipment is calculated using the straight-line method over the

estimated useful lives of the assets, which range from three to seven years.

Leasehold improvements are amortized over the lesser of the

remaining term of the lease or the estimated useful life of the asset.

Expenditures for repairs and maintenance are expensed as incurred.

Impairment of Long-Lived Assets

The Company periodically reviews the carrying

value of its long-lived assets held and used at least annually or when events and circumstances warrant such a review.

If significant

events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable, the Company performs

a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows.

flow projections are sometimes based on a group of assets, rather than a single asset.

If cash flows cannot be separately and independently

identified for a single asset, the Company determines whether impairment has occurred for the group of assets for which it can identify

the projected cash flows.

If the carrying values are in excess of undiscounted expected future cash flows, it measures any impairment

by comparing the fair value of the asset group to its carrying value.

If the fair value of an asset or asset group is determined to be

less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded.

Merchant Portfolios

Merchant portfolios are valued at fair value of

merchant customers on the date of acquisition and are amortized over their estimated useful lives ( 7 years).

The Company accounts for business combinations

under the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, “Business

Combinations,” where the total purchase price is allocated to the tangible and identified intangible assets acquired and liabilities

assumed based on their estimated fair values.

The purchase price is allocated using the information currently available, and may be adjusted,

up to one year from acquisition date, after obtaining more information regarding, among other things, asset valuations, liabilities assumed

and revisions to preliminary estimates.

The purchase price in excess of the fair value of the tangible and identified intangible assets

acquired less liabilities assumed is recognized as goodwill.

The Company tests for indefinite-lived intangibles and goodwill impairment

in the fourth quarter of each year and whenever events or circumstances indicate that the carrying amount of the asset exceeds its fair

value and may not be recoverable.

In accordance with ASU 2017-04, Intangibles - Goodwill and Other (Topic 350):

Simplifying the

Test for Goodwill Impairment , the Company performed a quantitative assessment of indefinite-lived intangibles and goodwill and determined

there was no impairment at March 31, 2023 and December 31, 2022.

Accounts Receivable

Accounts receivable represent contractual residual

payments due from the Company’s processing partners or other customers.

Residual payments are determined based on transaction fees

and revenues from the credit and debit card processing activity of merchants for which the Company’s processing partners pay the

Based on collection experience and periodic reviews of outstanding receivables, management considers all accounts receivable

for our residual payments to be fully collectible and accordingly, no allowance for doubtful accounts is required;

however, CrowdPay has

a recorded an allowance of approximately $ 0 and $ 38,000 as of September 30, 2022 and December 31, 2021, respectively.

receivable represent contractual residual payments due from the Company’s processing partners or other customers.

payments are determined based on transaction fees and revenues from the credit and debit card processing activity of merchants for

which the Company’s processing partners pay the Company.

Based on collection experience and periodic reviews of outstanding

receivables, management considers all accounts receivable for our residual payments to be fully collectible and accordingly, no

allowance for doubtful accounts is required;

however, CrowdPay has a recorded allowance of approximately $ 38,000 and $ 38,000 as of

March 31, 2023 and December 31, 2022, respectively.

Reserve for Chargeback Losses

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Other current assets comprised of the following:

September 30,

Cryptocurrency at cost

1 unchanged sentence

Other current assets

Revenue Recognition and Cost of Revenues

The Company receives a percentage of recurring

monthly transaction related fees comprised of credit and debit card fees charged to merchants, net of association fees, otherwise known

as Interchange, as well as certain service charges and convenience fees, for payment processing services, including authorization, capture,

clearing, settlement and information reporting of electronic transactions.

Fees are calculated on either a percentage of the dollar volume

of the transaction or a fixed fee or a hybrid of the two and are recognized at the time of the transaction.

In the case of “wholesale”

residual revenue in which the Company has a direct contractual relationship with the merchant, bears risk of chargebacks and performs

underwriting on the merchants, the Company records the full discount charged to the merchant as revenue and the related interchange and

other processing fees as expenses.

In cases of residual revenue where the Company is not responsible for merchant underwriting and has

no chargeback liability and has no or limited contractual relationship with the merchant, the Company records the amount it receives from

the processor net of interchange and other processing fees as revenue.

Disaggregation of Revenue

Revenue Recognition

The following table presents the Company’s

revenue disaggregated by revenue source:

For the Three

September 30,

Revenue from contracts with customers:

For the Three Months Ended

Wholesale contracts

Retail contracts

Other transaction and processing fees

Other transaction and processing fees and merchant equipment rental and sales

Cryptocurrency mining fees

The Company recognizes revenue under ASC 606,

“Revenue from Contracts with Customers” (“ASC 606”).

The Company determines revenue recognition through the following

Total revenue from contracts with customers

The Company recognizes revenue under ASC 606, “Revenue from Contracts

with Customers” (“ASC 606”).

The Company determines revenue recognition through the following steps:

Identification of a contract with a customer;

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Company records the net amount it receives from the processor, after interchange and other interchange and other processing fees, as revenue.

Merchant equipment sales and other

Merchant equipment rental and sales

The Company generates revenue through the sale

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installment sales that have a term of one year or less.

Cryptocurrency mining

Bitcoin mining

The Company has entered into digital asset mining

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In exchange for providing computing power, the Company is entitled to a

fractional share of the fixed cryptocurrency award the mining pool operator receives (less digital asset transaction fees to the mining

pool operator which are immaterial and are recorded as a deduction from revenue), for successfully adding a block to the blockchain.

Company’s fractional share is based on the proportion of computing power the Company contributed to the mining pool operator to

the total computing power contributed by all mining pool participants in solving the current algorithm.

Providing computing power to solve complex cryptographic

algorithms in support of the Bitcoin blockchain (in a process known as “solving a block”) is an output of the Company’s

ordinary activities.

The provision of providing such computing power is the only performance obligation in the Company’s contracts

with mining pool operators.

The transaction consideration the Company receives, if any, is noncash consideration, which the Company measures

at fair value on the date received, which is not materially different than the fair value at contract inception or the time the Company

has earned the award from the pools.

fractional share of the fixed Bitcoin award the mining pool operator receives (less digital asset transaction fees to the mining pool

operator which are immaterial and are recorded as a deduction from revenue), for successfully adding a block to the Bitcoin blockchain.

The Company’s fractional share is based on the proportion of computing power the Company contributed to the mining pool operator

to the total computing power contributed by all mining pool participants in solving the current algorithm.

Providing computing power to solve complex cryptographic algorithms

in support of the Bitcoin blockchain (in a process known as “solving a block”) is an output of the Company’s ordinary

The provision of providing such computing power is the only performance obligation in the Company’s contracts with mining

pool operators.

The transaction consideration the Company receives, if any, is noncash consideration, which the Company measures at fair

value on the date received, which is not materially different from the fair value at contract inception or the time the Company has earned

the award from the pools.

The consideration is all variable.

Because it is not probable that a significant reversal of cumulative

revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first

to solve an algorithm) and the Company receives confirmation of the consideration it will receive, at which time revenue is recognized.

There is no significant financing component in these transactions.

Impairment of cryptocurrency assets is tested annual or more frequently

if events or circumstances change.

At September 30, 2022, the fair value of the Company’s digital assets was $ 503,585.12 based

on the price of Bitcoin being $ 19,563.77 .

At its October 12, 2022 Board of Directors meeting, the Financial Accounting

Standards Board (FASB) tentatively concluded that companies should follow the guidance in Topic 820, Fair Value Measurement, to measure

cryptocurrency assets at fair value, and to recognize increases and decreases in fair value in comprehensive income each reporting period.

The FASB plans to issue an Exposure Draft on the new rules, with a new Accounting Standards Update (ASU) finalized and issued only after

public comment and deliberations.

Because it is not probable that a significant reversal of cumulative revenue

will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve

an algorithm) and the Company receives confirmation of the consideration it will receive, at which time revenue is recognized.

no significant financing component in these transactions.

Impairment of cryptocurrency assets is tested

annually or more frequently if events or circumstances change.

At March 31, 2023, the Company had 20.73 Bitcoin and the fair value

of the Company’s digital assets was $ 577,932 based on the price of Bitcoin being $ 27,879 .

NOTE 3 – LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2022, the Company had cash of approximately $ 2.3 million

and working capital of approximately $ 2.2 million.

As such, the Company believes it has sufficient liquidity to fund its future operations

and capital requirements for a period of at least twelve months from the date these condensed consolidated financial statements are issued.

Company’s consolidated financial statements have been prepared in accordance with US GAAP, which assumes that the Company’s

management will evaluate whether it will be able to meet its obligations and continue its operations in the normal course of business.

At March 31, 2023, the Company had cash of approximately $ 65,000 , accounts receivable of approximately $ 1,624,000 and bitcoin valued

at $ 535,000 , and accounts payable, accrued expenses, and a cash overdraft of approximately $ 2,572,000 .

the Company has generated cash flows from issuances of equity and indebtedness.

Management believes that its current available

resources will be sufficient to fund the Company’s planned expenditures over the next 12 months.

However, management recognizes

that it may be required to obtain additional resources to successfully execute its business plans.

No assurances can be given that management

will be successful in raising additional capital, if needed, or on acceptable terms.

These financial statements do not include any adjustments

relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary

should the Company determine it shall be unable to continue as a going concern.

NOTE 4 – INTANGIBLE ASSETS

Intangible assets, net, consist of the following

September 30,

Merchant Portfolios

3 unchanged sentences

Net residual portfolios

September 30,

Less accumulated amortization

2 unchanged sentences

Net trade name

September 30,

Acquired Merchant Portfolio

CBD Merchant Portfolio

Less accumulated amortization

( 3,047,619 )

Net Acquired Merchant Portfolio

September 30,

( 2,476,191 )

Net trade name

Exclusive agreement to purchase natural gas

3 unchanged sentences

Amortization expense for the three months ended

September 30, 2022 and 2021 was $ 892,788 and $ 269,475 , respectively.

Amortization expense for the nine months ended

September 30, 2022 and 2021 was $ 2,794,731 and $ 701,280 , respectively.

March 31, 2023 and 2022 was $ 899,831 and $ 995,069 , respectively.

The Company’s merchant portfolios and tradename

4 unchanged sentences

expense related to amortizing intangible assets for the years ended December 31:

2022 (three months)

The weighted average remaining useful life of

amortizing intangible assets was 5.45 years at September 30, 2022.

amortizing intangible assets was 4.95 years at March 31, 2023.

NOTE 5 – PROPERTY AND EQUIPMENT

Long lived assets, including property and equipment

assets to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying

value of the assets may not be recoverable.

Impairment losses are recognized if expected future cash flows of the related assets are less

than their carrying values.

Long-lived assets, including property and equipment assets to be held

and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the

assets may not be recoverable.

Impairment losses are recognized if expected future cash flows of the related assets are less than their

carrying values.

Measurement of an impairment loss is based on the fair value of the asset.

Long-lived assets to be disposed

of are reported at the lower of carrying amount or fair value less cost to sell.

Long-lived assets to be disposed of are reported

at the lower of carrying amount or fair value less cost to sell.

Property and equipment are first recorded at cost.

Depreciation and is computed using the straight-line method over the estimated useful lives of the various classes of assets.

Depreciation is

computed using the straight-line method over the estimated useful lives of the various classes of assets.

Maintenance and repair expenses, as incurred,

8 unchanged sentences

Leasehold Improvements

Cryptocurrency Mining Equipment

Bitcoin Mining Equipment

Plant and Machinery

4 unchanged sentences

Depreciation expense

Depreciation expense for the nine months ended

September 30, 2022 and 2021 was $ 2,409,100 and $ 43,108 , respectively.

Depreciation expense for the three months ended

March 31, 2023 and 2022 was $ 799,719 and $ 895,277 , respectively.

NOTE 6 – NOTE PAYABLE

On November 24, 2021, we entered into an Asset Purchase Agreement (the

“Agreement”) dated as of November 15, 2021 with FFS Data Corporation (“Seller”) whereby we acquired a portfolio

of merchants in the Cannabidiol (or “CBD”) industry, along with other merchants utilizing financial transaction processing

services (the “Acquired Merchant Portfolio”).

The purchase price was $ 20 million, with $ 16 million paid at closing, $ 2

million payable within six months after closing, and a $ 2 million payment to be transferred to an escrow account, contingent upon an Attrition

Adjustment, as described in the Agreement.

Company management has recognized a liability for the contingent payment amount.

on July 18, 2022, the Company notified the Seller of certain breaches of contract relating to, among other things, representations made

by Seller in the Agreement, for which it will seek a reduction or cancellation of the final payment and a potential reduction in the overall

purchase price.

The Company has filed a claim for breach of contract against Seller and Seller has filed a breach of contract counterclaim

against the Company.

The matter is currently in the early stages and no date for an arbitration or court hearing has been scheduled.

On November 29, 2021, the Company entered into

2 unchanged sentences

The collateral and interest rate are determined at the time the Company borrows the funds.

nine months ended September 30, 2022, the Company received, as an initial draw on the MFA, $875,000 from VFS (the “Equipment Loan”).

The Equipment Loan is secured by cryptocurrency mining computers being utilized by DMINT.

The Equipment Loan requires monthly payments

of $24,837.75 until the loan is repaid in full or it matures on November 29, 2024, requiring a full payment of all principal and accrued

and unpaid interest.

year ended December 31, 2022, the Company received, as an initial draw on the MFA, $875,000 from VFS (the “Equipment Loan”).

The Equipment Loan is secured by bitcoin mining computers being utilized by DMINT.

The Equipment Loan requires monthly payments of $24,838

until the loan is repaid in full or it matures on November 29, 2024, requiring a full payment of all principal and accrued and unpaid

NOTE 7 – STOCK OPTIONS

A summary of the status of the Company’s

outstanding stock options and changes during the nine months ended September 30, 2022 is presented below:

On January 1, 2021, the Company granted stock

options to purchase 6,667 shares of common stock pursuant to the terms of the Company’s employment agreement with Mr.

The grant shall vest at the rate of 1/3 beginning on each anniversary of the effective date of grant.

The options have an

exercise price of $ 0.001 per share and expire three years after each vest date.

The aggregate fair value of the options totaled

$ 32,793 based on the Black Scholes Merton pricing model using the following estimates:

exercise price of $ 0.001 , 0.16 % risk

free rate, 35.03 % volatility and expected life of the options of 3 years.

The fair value is being amortized over the applicable

vesting period and credited to additional paid-in capital.

On July 28, 2021, the Company entered into an

exclusive agreement with Cai Energy Blockchain, Inc.

(“CAI”) whereby CAI provided the Company with an exclusive natural gas

supply agreement (the “Services”).

In exchange for the Services, the Company granted CAI options to purchase up to 767,918 shares

of Common Stock, $ 0.0001 par value (with a fair market value equal to $ 4.5 million on the date of grant) at an exercise price

of $ 0.0001 per share (the “CAI Options”).

The aggregate fair value of the options totaled $ 4,499,952 based on the

Black Scholes Merton pricing model using the following estimates:

exercise price of $ 0.0001 , 1.26 % risk free rate, 143.3 % volatility

and expected life of the options of 10 years.

On November 22, 2022, Mr.

Ronny Yakov purchased the CAI Options, in a privately

negotiated transaction, for $ 700,000 using his personal funds.

On December 23, 2022, the Company granted stock options to purchase 200,000 shares

of common stock pursuant to the terms of the Company’s employment agreement with Mr.

100,000 options are immediately

vested with an additional 50,000 vested on January 1, 2023, and the remaining 50,000 vesting on January 1, 2024.

The options have an exercise

price of $ 0.01 per share.

The aggregate fair value of the options totaled $ 188,287 based on the Black Scholes Merton pricing

model using the following estimates:

exercise price of $ 0.01 , 3.75 % risk free rate, 133.79 % volatility and expected life of

the options of 10 years.

The fair value of the options has been credited to additional paid in capital.

On December 23, 2022, the Company granted stock options to purchase 275,000 shares

of common stock pursuant to the terms of the Company’s employment agreement with Mr.

137,500 options are immediately

vested with an additional 68,750 vested on January 1, 2023, and the remaining 68,750 vesting on January 1, 2024.

The options have an exercise

price of $ 0.01 per share.

The aggregate fair value of the options totaled $ 258,895 based on the Black Scholes Merton pricing

model using the following estimates:

exercise price of $ 0.01 , 3.75 % risk free rate, 133.79 % volatility and expected life of

the options of 10 years.

The fair value of the options has been credited to additional paid-in capital.

summary of the status of the Company’s outstanding stock options and changes during the year ended December 31, 2022

and the three months ended March 31, 2023 is presented below:

Stock Options

1 unchanged sentence

Options outstanding December 31, 2022

Options outstanding September 30, 2022

Shares exercisable at September 30, 2022

Options outstanding March 31, 2023

Shares exercisable at March 31, 2023

During the three months ended March 31, 2023 and 2022 the Company

recognized $ 132,788 and $ 70,833 , respectively, in stock based compensation related to the above mentioned options.

NOTE 8 – WARRANTS

A summary of the status of the Company’s

outstanding stock warrants and changes during the nine months ended September 30, 2022 is presented below:

On August 18, 2021, the Company sold, in a registered direct

offering, an aggregate of 1,418,605 shares of common stock and in a concurrent private placement, warrants to purchase up to 1,418,605

shares of common stock, at an aggregate purchase price of $ 4.30 per share and associated Warrant.

The Warrants will be exercisable six

months from the date of issuance at an exercise price of $5.42 per share and will expire five and one-half years following the initial

date of issuance.

On November 2, 2021, the Company entered into

a series of securities purchase agreements with certain institutional accredited investors pursuant to which the Company issued and sold,

in a private placement (i) 1,969,091 shares of the Company’s Common Stock (ii) pre-funded warrants exercisable for a total of 2,576,364

shares of Common Stock (the “Prefunded Warrant Shares”) with an exercise price of $ 0.0001 per Prefunded Warrant Share, and

(iii) warrants exercisable for a total of 4,545,455 shares of Common Stock (the “Common Warrant Shares” and together with

the Prefunded Warrant Shares, the “Warrant Shares”) with an exercise price of $ 6.50 per Common Warrant Share.

Outstanding, December 31, 2020

7 unchanged sentences

( 1,400,000 )

Outstanding, September 30, 2022

Outstanding, December 31, 2022

Outstanding, March 31, 2023

NOTE 9 – OPERATING LEASES

10 unchanged sentences

Airport Authority multi-tenant building in Lafayette Township.

The facility is in the process of being converted into a cryptocurrency

mining data center powered on the local power grid in tandem with natural gas power.

The location will be used for DMINT’s mining

operation with capacity for up to 2,000 Antminer S19j PRO machines.

The Leases are each for a term of five years , ending on the later

of the date of occupancy and November 10, 2026.

The monthly base rent for “Cell 3”, comprising 4,000 square feet, is $ 1,667

The Leases are each for a term of five years , ending on the later of the

date of occupancy and November 10, 2026.

The monthly base rent for “Cell 3”, comprising 4,000 square feet, is $ 1,667 per month.

The total rent for the entire

lease term of the Leases is $ 250,00 and $ 8,768 is payable as a security deposit.

The monthly base rent for “Cell 4”, comprising 6,000 square feet, is $ 2,500 per month.

The total rent for the entire lease

term of the Leases is $ 250,00 and $ 8,768 is payable as a security deposit.

On March 29, 2023, DMINT entered into a Surrender

and Release Agreement with Bradford Regional Airport Authority relating to the property in Bradford, Pennsylvania whereby DMINT agreed

to pay $ 50,000 in exchange for an early termination of the Leases.

March 31, 2023 is the final day DMINT occupied the property and all

mining computers have been moved to the Selmer, Tennessee location.

Balance Sheet Classification

September 30,

Operating lease asset

6 unchanged sentences

Total lease liability

Lease obligations at September 30, 2022 consisted

of the following:

For the year ended December 31:

2022 (three months)

Total payments

Amount representing interest

Lease obligation, net

Less current portion

Lease obligation – long term

Rent expense for the three months ended September

30, 2022 and 2021, was $ 41,969 and $ 24,909 , respectively.

Rent expense for the nine months ended September

30, 2022 and 2021, was $ 136,953 and $ 74,726 , respectively.

Lease expense for the three months ended March

31, 2023, was $ 42,408 , which consisted of amortization expense of $ 41,058 and interest expense of $ 1,050 .

The cash paid under operating

lease during the three months ended March 31, 2023, was $ 42,408 .

At March 31, 2023, there is one lease remaining that will terminate in

November 2023, unless renewed.

Lease expense for the three months ended March 31, 2022, was $ 42,409 , which consisted of amortization expense

of $ 39,112 and interest expense of $ 3,297 .

The weighted average discount rate used was 5 %.

NOTE 10 – COMMON STOCK

In January 2022, Armistice Capital, received 1,400,000

shares of common stock upon the exercise of 1,400,000 warrants at $0.0001.

On July 12, 2022, the Board of the Company authorized

11 unchanged sentences

Board at any time.

Refer to Note 12 for common stock issued to related

NOTE 11 – PREFERRED STOCK

Our certificate of incorporation authorizes the

issuance of 50,000,000 shares of blank check preferred stock with such designation, rights and preferences as may be determined

from time to time by our board of directors.

The Company currently has 4,633 shares of preferred stock issued and outstanding.

Our certificate of incorporation, as amended,

authorizes the issuance of 1,000,000 shares of blank check preferred stock with such designation, rights and preferences as

may be determined from time to time by our board of directors.

Series A Preferred Stock

3 unchanged sentences

value (the “Stated Value”) of $1,000 per share.

Holders of Series A Preferred Stock are entitled to the following rights

and preferences.

The Series A Preferred Stockholders are entitled to receive cash dividends

at a rate per share (as a percentage of the Stated Value per share) of 12 % per annum (approximately $ 1.2 million at September 30,

Dividends accrue quarterly.

Dividends are to be paid to the holders from funds legally available for payment and as approved for

payment by the Board of Directors of the Company.

The Series A Preferred Stock holders may convert,

at their option, on or after the date on which the Term Loan is repaid in full, each share of Series A Preferred Stock (along with accrued

but unpaid dividends thereon) into such number of shares of common stock as determined by dividing the Stated Value by the conversion

The conversion price for the Series A Preferred Stock will be equal to the offering price per Unit in this offering and will be

subject to adjustment for splits and the like.

The holders of Series A Preferred Stock will only be permitted to convert their shares

of Series A Preferred Stock into shares of common stock at such time as the Term Loan has been repaid in full and there is no further

outstanding obligations regarding such indebtedness.

As of March 31, 2023 and December 31, 2022 there were 1,021 shares of

Series A Preferred Stock issued and outstanding.

Holders of Series A Preferred Stock are entitled to the following rights and preferences.

The Series A Preferred Stockholders are entitled

to receive cash dividends at a rate per share (as a percentage of the Stated Value per share) of 12 % per annum.

Dividends accrue

Dividends are to be paid to the holders from funds legally available for payment and as approved for payment by the Board of

Directors of the Company.

The Series A Preferred Stock holders may convert, at their option,

on or after the date on which the Term Loan is repaid in full, each share of Series A Preferred Stock (along with accrued but unpaid dividends

thereon) into such number of shares of common stock as determined by dividing the Stated Value by the conversion price.

The conversion

price for the Series A Preferred Stock will be equal to the offering price per Unit in this offering and will be subject to adjustment

for splits and the like.

The holders of Series A Preferred Stock will only be permitted to convert their shares of Series A Preferred

Stock into shares of common stock at such time as the Term Loan has been repaid in full and there are no further outstanding obligations

regarding such indebtedness.

Each holder of a share of Series A Preferred Stock

14 unchanged sentences

NOTE 12 – RELATED PARTY TRANSACTIONS

On January 3, 2022, the Company entered into a

share exchange agreement with all of the shareholders of Crowd Ignition, Inc.

(“Crowd Ignition”) whereby the Company purchased

100% of the equity of Crowd Ignition in exchange for 1,318,408 shares of the common stock, par value $0.0001 of the Company (the “CI

Issued Shares”).

The value of the CI Issued Shares was, for purposes of the Agreement, based on the closing trading price of the

Company on October 1, 2021 (the date on which a third-party fairness opinion was issued), resulting in an aggregate purchase price for

Crowd Ignition of $ 5.3 million.

The purchase price was used solely to establish the agreed upon purchase price between the parties and

not for accounting purposes.

Crowd Ignition is a web-based

crowdfunding software system.

Ronny Yakov, Chairman and CEO of the Company and John Herzog, a significant shareholder of the Company,

collectively owned 100 % of the equity of Crowd Ignition.

The acquisition of Crowd Ignition., was determined to be a common control transaction

as each Company has the same two shareholders with a majority ownership.

As a result, the assets and liabilities assumed were recorded

on the Company’s condensed consolidated financial statements at their respective carry-over basis;

however, as of January 3, 2022,

Crowd Ignition has no assets, liabilities or other operations.

On December 31, 2022, the Company granted 41,322

shares of common stock to Alina Dulimof, Director, for services.

The shares were valued at $ 1.21 , the closing stock price on the date

of grant, for total non-cash stock compensation expense of $ 50,000 .

As of December 31, 2022, the shares were not yet issued by the transfer

agent and were recorded as an accrued liability as of that date.

The shares were issued on February 15, 2023 resulting in a reduction

of the accrued liability and an increase to common stock and additional paid-in capital during the three months ended March 31, 2023.

On December 31, 2022, the Company granted 41,322

shares of common stock to Amir Sternhell, Director, for services.

The shares were valued at $ 1.21 , the closing stock price on the date

of grant, for total non-cash stock compensation expense of $ 50,000 .

As of December 31, 2022, the shares were not yet issued by the transfer

agent and were recorded as an accrued liability as of that date.

The shares were issued on February 15, 2023 resulting in a reduction

of the accrued liability and an increase to common stock and additional paid-in capital during the three months ended March 31, 2023.

On December 31, 2022, the Company granted 53,719

shares of common stock to Ehud Ernst, Director, for services.

The shares were valued at $ 1.21 , the closing stock price on the date of

grant, for total non-cash stock compensation expense of $ 65,000 .

As of December 31, 2022, the shares were not yet issued by the transfer

agent and were recorded as an accrued liability as of that date.

The shares were issued on February 15, 2023 resulting in a reduction

of the accrued liability and an increase to common stock and additional paid-in capital during the three months ended March 31, 2023.

February 14, 2023, a shareholder reported to the Company that they had incurred short swing profits of $ 114,654 in connection with a

series of purchases and sales of the Company’s stock on the open market.

The shareholder disgorged such short-swing profits to

the Company on February 28, 2023.

During the three months ended March 31, 2023,

the Company accrued $ 30,630 for dividends on the Series A preferred stock held by Mr, Yakov.

As of March 31, 2023, total accrued dividends

on the Series A preferred stock due to Mr, Yakov is $ 325,014 .

Refer to Note 7

for options to purchase shares of common stock issued to related parties.

NOTE 13 – COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

associated with loss contingencies as incurred and accrues for all probable and estimable settlements.

November 24, 2021, we entered into an Asset Purchase Agreement (the “Agreement”) dated as of November 15, 2021, with FFS Data

Corporation (“Seller”) whereby we acquired a portfolio of merchants in the Cannabidiol (or “CBD”) industry, along

with other merchants utilizing financial transaction processing services (the “Acquired Merchant Portfolio”).

price was $20 million, with $16 million paid at closing, $2 million payable within six months after closing, and a $2 million payment

to be transferred to an escrow account, contingent upon an Attrition Adjustment, as described in the Agreement.

Company management

has recognized a liability for the contingent payment amount of $2,000,000.

However, on July 18, 2022, the Company notified the Seller

of certain breaches of contract relating to, among other things, representations made by Seller in the Agreement, for which it will seek

a reduction or cancellation of the final payment and a potential reduction in the overall purchase price.

The Company has filed a claim

for breach of contract against Seller and Seller has filed a breach of contract counterclaim against the Company.

The matter is currently

in the early stages and no date for an arbitration or court hearing has been scheduled.

NOTE 14 – SEGMENTS

1 unchanged sentence

in determining its reportable segments.

The Company has two reportable segments during 2021:

The Company has two reportable segments:

Cryptocurrency Mining and Fintech Services.

The guidance requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker (“CODM”)

to decide how to allocate resources and for purposes of assessing such segments’ performance.

The Company’s CODM is comprised

of several members of its executive management team who use revenue and expenses of our two reporting segments to assess the performance

of the business of our reportable operating segments.

The following tables details revenue, operating

expenses, and assets for the Company’s reportable segments for the three and nine months ended September 30, 2022.

For the Three Months ended

September 30,

For the Nine Months ended

September 30,

requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker (“CODM”) to decide how

to allocate resources and for purposes of assessing such segments’ performance.

The Company’s CODM is comprised of several

members of its executive management team who use revenue and expenses of our two reporting segments to assess the performance of the business

of our reportable operating segments.

The following tables detail revenue, operating expenses, and assets

for the Company’s reportable segments for the three months ended March 31, 2023 and 2022.

For the Three

Reportable segment revenue:

Revenue, net - cryptocurrency mining

Revenue, net – cryptocurrency mining segment

Fintech services revenue

Total segment and consolidated revenue

September 30,

Operating Expenses

Cryptocurrency mining segment

( 1,161,286 )

Fintech services

( 5,077,434 )

( 6,258,137 )

General and administrative expenses

Total operating expenses

( 9,024,723 )

( 10,242,066 )

Total other (expense) income

Loss from operations

$ ( 2,615,405 )

$ ( 1,455,607 )

Total Assets:

Cryptocurrency mining

Cryptocurrency mining segment

Fintech services

NOTE 15 – SUBSEQUENT EVENTS

In accordance with SFAS 165 (ASC 855-10) management

has performed an evaluation of subsequent events through the date that the financial statements were issued and has determined that it

does not have any material subsequent events to disclose in these financial statements.

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