What changed in this filing

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Item 1. Financial Statements

2023-11-14 compared with 2023-08-21 · 242 added, 155 removed, 856 unchanged (32% of the section changed)

1 unchanged sentence

INDEX TO FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of June 30, 2023 (unaudited) and December 31, 2022

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

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30, 2023, and 2022 (unaudited)

Condensed Consolidated Statements of Cash Flows for the Three and Six Months Ended June 30, 2023 and 2022 (unaudited)

Notes to the Condensed Consolidated Financial Statements (unaudited)

Condensed Consolidated Balance Sheets

as of September 30, 2023 (unaudited) and December 31, 2022

Condensed Consolidated Statements of Operations for

the Three and Nine Months Ended September 30, 2023 and 2022 (unaudited)

Condensed Consolidated Statements of Changes in Stockholders’

Equity for the Three and Nine Months Ended September 30, 2023, and 2022 (unaudited)

Condensed Consolidated Statements of Cash Flows for

the Nine Months Ended September 30, 2023 and 2022 (unaudited)

Notes to the Condensed Consolidated

Financial Statements (unaudited)

The OLB Group, Inc.

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Balance Sheets

September 30,

Current Assets:

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Series A Preferred stock, $ 0.01 par value, 10,000 shares authorized, 1,021 and 4,633 shares issued and outstanding at December 31, 2022 and 2021, respectively

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 June 30, 2023 and December 31, 2022, respectively

Treasury stock, 126,172 shares issued at June 30, 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 September 30, 2023 and December 31, 2022, respectively

Treasury stock, 126,172 shares issued at September 30, 2023 and December 31, 2022

Additional paid-in capital

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For the Three Months Ended

For the Six Months Ended

September 30,

For the Nine Months Ended

September 30,

Transaction and processing fees

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( 4,893,773 )

( 4,989,302 )

Other income (expense):

1 unchanged sentence

Unrealized loss on investment

Other income (expense)

Total other income (expense)

3 unchanged sentences

( 5,089,798 )

( 4,606,112 )

Income tax expense

2 unchanged sentences

( 5,089,798 )

Net income attributed to noncontrolling interest

( 4,606,112 )

Net loss attributed to noncontrolling interest

Net loss attributed to The OLB Group and Subsidiaries

2 unchanged sentences

( 5,008,411 )

( 4,606,112 )

Preferred dividends (related parties)

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For the Three

and Six Months ended June 30, 2023 and 2022

and Nine Months ended September 30, 2023 and 2022

Preferred Stock

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Recognition of noncontrolling interest in acquisition

Net income (loss)

Balance at June 30, 2023

( 36,600,906 )

Preferred stock dividends

Stock based compensation

( 1,801,738 )

( 1,884,850 )

Balance at September 30, 2023

$ ( 109,988 )

$ ( 38,402,644 )

Preferred Stock

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( 28,500,514 )

Stock based compensation

Preferred stock dividends (Revised)

( 1,712,562 )

Balance at September 30, 2022 (Revised)

$ ( 30,213,076 )

The accompanying notes are an integral part

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Statements of Cash Flows

For the Six Months Ended

For the Nine Months Ended

September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

$ ( 5,089,798 )

$ ( 4,606,112 )

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

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Accounts receivable

( 1,228,529 )

Prepaid expenses and other current assets

( 1,349,516 )

Other long-term assets

3 unchanged sentences

Net cash provided by (used in) operating activities

( 1,028,510 )

CASH FLOWS FROM INVESTING ACTIVITIES:

Acquisition of property and equipment

( 1,229,630 )

Purchase of 80.01 % interest in Cuentas SDI, LLC

Net cash used in investing activities

( 2,079,630 )

CASH FLOWS FROM FINANCING ACTIVITIES:

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Net change in cash

( 1,173,708 )

Cash – beginning of period

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Notes to the Unaudited Consolidated Financial

June 30, 2023

September 30, 2023

NOTE 1 – BACKGROUND

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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.

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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under Regulation D, Regulation Crowdfunding, Regulation A and the Securities Act of 1933.

To date, the activities of this subsidiary have

been nominal.

To date, the activities of this subsidiary

have been nominal.

OmniSoft, Inc.

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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.

On June 15, 2023, the Company entered into a Membership

Interest Purchase Agreement (the “Agreement”) with SDI Black 001, LLC (“Seller”) whereby it acquired 80.01 % of

the membership interests of Cuentas SDI, LLC, a Florida limited liability company (the “LLC”).

The LLC’s owns the platform

of Black011.com and the network serving over 31,000 convenience stores (“Bodegas”) in and around New York and New Jersey

(refer to Note 7).

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

On June 15, 2023, the Company entered into a

Membership Interest Purchase Agreement (the “Agreement”) with SDI Black 001, LLC (“Seller”) whereby it acquired

80.01 % of the membership interests of Cuentas SDI, LLC, a Florida limited liability company (the “LLC”).

owns the platform of Black011.com and the network serving over 31,000 convenience stores (“Bodegas”) in and around New

York and New Jersey (refer to Note 7).

The Company also provides ecommerce development

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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 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.

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GAAP”), and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect

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 six month period ending June 30, 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

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, 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 31, 2022.

Use of Estimates

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Principles of Consolidation

The accompanying consolidated financial statements include the accounts

of the Company and its wholly-owned subsidiaries, eVance Inc, eVance Capital Inc, Securus365, Inc., CrowdPay.us, Inc., OmniSoft, Inc.,

OLBit, Inc., DMINT, Inc., DMINT Real Estate Holdings.

The Company owns 80.01 % of Cuentas SDI, LLC, which has been included in the consolidated

financial statements and the Company has recorded a noncontrolling interest for

the 19.99 % interest that they do not own.

The accompanying consolidated financial statements

include the accounts of the Company and its wholly-owned subsidiaries, eVance Inc, eVance Capital Inc, Securus365, Inc., CrowdPay.us,

Inc., OmniSoft, Inc., OLBit, Inc., DMINT, Inc., DMINT Real Estate Holdings.

The Company owns 80.01 % of Cuentas SDI, LLC, which has been

included in the consolidated financial statements and the Company has recorded a noncontrolling interest for the 19.99 % interest that

they do not own.

All significant intercompany transactions and

balances have been eliminated.

Fair value of financial instruments

The Company follows paragraph 825-10-50-10 of

the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of

the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments.

Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States

of America (U.S.

GAAP) and expands disclosures about fair value measurements.

To increase consistency and comparability in fair

value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to

valuation techniques used to measure fair value into three (3) broad levels.

The fair value hierarchy gives the highest priority

to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.

three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Quoted market prices available in active markets for identical

assets or liabilities as of the reporting date.

Pricing inputs other than quoted prices in active markets

included in Level 1, which are either directly or indirectly observable as of the reporting date.

Pricing inputs that are generally unobservable inputs and

not corroborated by market data.

The carrying amount of the Company’s

financial assets and liabilities, such as cash, accounts receivable, prepaid expenses, accounts payable and accrued expenses approximate their fair

value because of the short maturity of those instruments.

The Company’s notes payable represents the fair value of such

instruments as the notes bear interest rates that are consistent with current market rates.

Revision for Correction of Immaterial Error

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share) of 12 % per annum.

In accordance with Staff Accounting Bulletin (“SAB”)

In accordance with Staff Accounting Bulletin

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:

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:

Impact of correction of error - quarter

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As Previously

Quarter ended June 30, 2022

Quarter ended September 30, 2022

$ ( 1,712,562 )

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$ ( 416,940 )

$ ( 3,171,530 )

Loss per share

1 unchanged sentence

Statement of Cash Flows

Six Months Ended June 30, 2022

Nine Months Ended September 30, 2022

Supplemental non-cash disclosure:

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the Company to concentration of credit risk consist primarily of cash and accounts receivable.

The Company’s cash is deposited with

major financial institutions.

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

As of June 30, 2023 and December 31, 2022, the Company had no cash in excess of the FDIC’s $ 250,000 coverage limit.

The Company’s cash is deposited

with major financial institutions.

At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount

As of September 30, 2023 and December 31, 2022, the Company had no cash in excess of the FDIC’s $ 250,000 coverage

Operating Segments

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

The Company has three operating segments as

of June 30, 2023, and two operating segments December 31, 2022.

The Company has two operating segments as of

September 30, 2023 and December 31, 2022.

See Note 16, “Segment Information”.

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Net Loss per Share

Basic net loss per share of common stock is computed

by dividing net loss by the weighted average number of shares of common stock outstanding during the period.

Diluted net loss per common

share is computed by dividing net loss by the weighted average number of shares of common stock and dilutive potentially outstanding shares

of common stock during the period.

The weighted average number of common shares for the six months ended June 30, 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.

average number of common shares for the six months ended June 30, 2023 and 2022, does not include 1,252,460 and 774,586 options, respectively,

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

Basic net loss per share of common stock is computed by dividing net

loss by the weighted average number of shares of common stock outstanding during the period.

Diluted net loss per common share is computed

by dividing net loss by the weighted average number of shares of common stock and dilutive potentially outstanding shares of common stock

during the period.

The weighted average number of common shares for the nine months ended September 30, 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.

average number of common shares for the nine months ended September 30, 2023 and 2022, does not include 1,254,683 and 774,586 options,

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

Investments in Equity Securities

The Company accounts for its investments

under ASC 321, “Investments – Equity Securities,” which requires that investments in equity securities be measured at

fair value with changes in value recorded as unrealized gains and losses in current period operations.

The Company accounts for its investments under

ASC 321, “Investments – Equity Securities,” which requires that investments in equity securities be measured at fair

value with changes in value recorded as unrealized gains and losses in current period operations.

Cryptocurrency

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annually or more frequently if events or circumstances change.

At June 30, 2023, the Company had 1.01 Bitcoin and the fair value

At September 30, 2023, the Company had 4.36 Bitcoin and the fair value

of the Company’s digital assets was $ 117,585 based on the price of Bitcoin being $ 26,969 .

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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 June 30, 2023 and December 31, 2022.

A summary of goodwill as of June 30, 2023, is as follows:

and goodwill and determined there was no impairment at September 30, 2023 and December 31, 2022.

summary of goodwill as of September 30, 2023, is as follows:

December 31, 2022

80.01 % acquisition of Cuentas SDI, LLC

June 30, 2023

September 30, 2023

Accounts Receivable

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however, CrowdPay has

a recorded allowance of approximately $ 38,000 and $ 38,000 as of June 30, 2023 and December 31, 2022, respectively.

a recorded allowance of approximately $ 38,000 and $ 38,000 as of September 30, 2023 and December 31, 2022, respectively.

Reserve for Chargeback Losses

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Other current assets comprised of the following:

September 30,

Cryptocurrency

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For the Three Months Ended

For the Six Months Ended

September 30,

For the Nine Months Ended

September 30,

Transaction and processing fees from wholesale contracts

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

Monthly recurring subscriptions

The Company generates recurring

revenue through monthly subscriptions for software services.

This service is provided based on an agreement with the customer

regarding software services.

Performance obligations are promises in a contract to a customer.

In the subscription

model, each billing period represents a performance obligation.

The transaction price is the amount of consideration the company

expects to receive in exchange for transferring goods or services.

For recurring revenue, this is the subscription fee.

Company allocates to the performance obligated based on the selling price for the subscription.

If the criteria for recognizing revenue

over time are met, revenue is recognized over the period of performance.

For subscription and recurring fee, this means recognizing

revenue each billing period.

Bitcoin mining

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recorded as a customer deposit and revenue is recognized over the relevant performance period as customers utilize the prepaid telecom

As of June 30, 2023, customer deposits were $ 65,753 .

As of September 30, 2023, customer deposits were $ 0 .

The Company determines whether an arrangement

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Recent Accounting Pronouncements

On March 23, 2023, the Financial Accounting Standards Board issued

an Exposure Draft “Intangibles – Goodwill and Other – Crypto Assets” (Subtopic 350-60), Accounting for and Disclosure

of Crypto Assets.

Under the provisions of this Exposure Draft, an entity would be required to present crypto assets separately from other

intangible assets in the balance sheet, and measure crypto assets at fair value with changes recognized in net income each reporting period.

On March 23, 2023, the Financial Accounting Standards

Board issued an Exposure Draft “Intangibles – Goodwill and Other – Crypto Assets” (Subtopic 350-60), Accounting

for and Disclosure of Crypto Assets.

Under the provisions of this Exposure Draft, an entity would be required to present crypto assets

separately from other intangible assets in the balance sheet, and measure crypto assets at fair value with changes recognized in net income

each reporting period.

Upon effectiveness, an entity would reflect a cumulative-effect adjustment to the opening balance of retained earnings.

Issuance of the

final standard is subject to public comment and deliberations.

Issuance of the final standard is subject to public comment and deliberations.

NOTE 3 – LIQUIDITY AND CAPITAL RESOURCES

The 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 June 30, 2023, the Company had cash of approximately $ 134,000 , accounts

receivable of approximately $ 1,879,000 and bitcoin valued at $ 28,000 , and accounts payable and accrued expenses of approximately $ 2,572,000 .

The 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 September 30, 2023, the Company had cash of approximately

$ 88,000 , accounts receivable of approximately $ 2,312,000 and bitcoin valued at $ 123,000 , and accounts payable and accrued expenses of

approximately $ 3,193,000 .

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

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Intangible assets, net, consist of the following

September 30,

Merchant Portfolios

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Net residual portfolios

September 30,

Less accumulated amortization

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Net trade name

September 30,

Merchant Portfolio

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Net trade name

September 30,

Exclusive agreement to purchase natural gas

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Total intangible assets, net

Amortization expense for the six months ended

June 30, 2023 and 2022 was $ 1,799,662 and $ 1,901,943 , respectively.

Amortization expense for the nine months ended

September 30, 2023 and 2022 was $ 2,699,493 and $ 2,794,731 , respectively.

The Company’s merchant portfolios and tradename

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The weighted average remaining useful life of

amortizing intangible assets was 4.70 years at June 30, 2023.

amortizing intangible assets was 4.45 years at September 30, 2023.

NOTE 5 – PROPERTY AND EQUIPMENT

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Assets stated at cost, less accumulated depreciation consisted of the

September 30,

Furniture and Fixtures

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Depreciation expense

Depreciation expense for the six months ended

June 30, 2023 and 2022 was $ 1,599,433 and $ 1,594,250 , respectively.

Depreciation expense for the nine months ended

September 30, 2023 and 2022 was $ 2,510,176 and $ 2,409,100 , respectively.

NOTE 6 – INVESTMENT IN EQUITY SECURITIES

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may, at the discretion of the General Partner, compulsorily redeem all interests if the Net Asset Value of the Fund falls below $ 1,000,000 .

During the six months ended June 30, 2023, the Company recognized an unrealized loss of $ 6,490 .

During the nine months ended September 30, 2023, the Company recognized an unrealized loss of $ 31,437 .

NOTE 7 — BUSINESS COMBINATIONS

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the membership interests of Cuentas SDI, LLC, a Florida limited liability company (the “LLC”) for a purchase price of $ 850,000 .

The Company accounted for the transaction as

a business combination under ASC 805 and as a result, allocated the fair value of the book value of identifiable assets acquired and

liabilities assumed as of the acquisition date as outlined in the table below.

Although the accounting is not yet complete, the results

of operations of the business acquired by the Company have been included in the consolidated statements of operations since the date

of acquisition.

The Company accounted for the transaction as a

business combination under ASC 805 and as a result, allocated the fair value of the book value of identifiable assets acquired and liabilities

assumed as of the acquisition date as outlined in the table below.

Although the accounting is not yet complete, the results of operations

of the business acquired by the Company have been included in the consolidated statements of operations since the date of acquisition.

All amounts are considered provisional until a more thorough analysis of the acquisition can be completed.

The consolidated

income statement for the three and six months ended June 30, 2023, includes $ 357,436 of revenue and $ 348,812 of expenses of Cuentas SDI,

LLC from the date of acquisition (June 15, 2023) through June 30, 2023 for net income of $ 8,624 .

The consolidated income statement

for the three and nine months ended September 30, 2023, includes $ 1,456,796 of revenue and $ 1,865,776 of expenses of Cuentas SDI, LLC

from the date of acquisition (June 15, 2023) through September 30, 2023 for a net loss of $ 408,980 .

The excess of the purchase price over the estimated

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merchants to which we hope to sell our merchant services.

The allocation of the purchase price and the estimated fair market

values of the assets acquired , liabilities assumed, and noncontrolling interest are shown below:

The allocation of the purchase price and the estimated

fair market values of the assets acquired, liabilities assumed, and noncontrolling interest are shown below:

Consideration

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NOTE 9 – STOCK OPTIONS

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

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.

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.

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

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A summary of the status of the Company’s

outstanding stock options and changes during the year ended December 31, 2022 and the six months ended June 30, 2023 is presented below:

outstanding stock options and changes during the year ended December 31, 2022 and the nine months ended September 30, 2023 is presented

Stock Options

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Options outstanding December 31, 2022

Options outstanding June 30, 2023

Shares exercisable at June 30, 2023

During the six months ended June 30, 2023 and 2022 the Company recognized

$ 132,788 and $ 142,526 , respectively, in stock based compensation related to the above mentioned options.

Options outstanding September 30, 2023

Shares exercisable at September 30, 2023

During the nine months ended September 30, 2023

and 2022 the Company recognized $ 161,605 and $ 213,219 , respectively, in stock based compensation related to the above mentioned options.

NOTE 10 – WARRANTS

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A summary of the status of the Company’s outstanding warrants

and changes during the year ended December 31, 2022 and the six months ended June 30, 2023 is presented below:

and changes during the year ended December 31, 2022 and the nine months ended September 30, 2023 is presented below:

Outstanding, December 31, 2021

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Warrants Exercised

Outstanding, June 30, 2023

Outstanding, September 30, 2023

NOTE 11 – OPERATING LEASES

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three months of rent will be abated so long as eVance is not in default of any portion of the Lease.

On January 11, 2022, DMINT entered into two leases (the “Leases”)

in Bradford, Pennsylvania relating to a combined 10,000 square feet of property located at the Bradford Regional Airport Authority multi-tenant

building in Lafayette Township.

The Leases are each for a term of five years , ending on the later of the date of occupancy and November

On January 11, 2022, DMINT entered into two leases

(the “Leases”) in Bradford, Pennsylvania relating to a combined 10,000 square feet of property located at the Bradford Regional

Airport Authority multi-tenant building in Lafayette Township.

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 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.

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 $ 250,000 and $ 8,768 is payable as a security deposit.

On March 29, 2023, DMINT entered into a Surrender

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Balance Sheet Classification

September 30,

Operating lease asset

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Total lease liability

Lease expense for the three months ended June

Lease expense for the three months ended September

30, 2023, was $ 25,790 , which consisted of amortization expense of $ 24,792 and interest expense of $ 429 .

Lease expense for the six months

ended June 30, 2023, was $ 67,742 , which consisted of amortization expense of $ 65,950 and interest expense of $ 1,792 .

The cash paid under

operating leases during the six months ended June 30, 2023, was $ 72,090 .

Lease expense for the three months ended June 30, 2022, was $ 52,572 ,

which consisted of amortization expense of $ 48,633 and interest expense of $ 3,939 .

Lease expense for the six months ended June 30, 2022,

Lease expense for the nine months

ended September 30, 2023, was $ 93,532 , which consisted of amortization expense of $ 65,950 and interest expense of $ 2,221 .

The cash paid

under operating leases during the nine months ended September 30, 2023, was $ 76,858 .

Lease expense for the three months ended September

30, 2022, was $ 41,969 , which consisted of amortization expense of $ 37,932 and interest expense of $ 4,037 .

At June 30, 2023, there is one lease remaining

that will terminate in November 2023, unless renewed, which the Company will make payments of approximately $ 34,800 for, recording interest

of approximately $ 350 .

Lease expense for the nine months

ended September 30, 2022, was $ 136,953 , which consisted of amortization expense of $ 124,625 and interest expense of $ 12,328 .

30, 2023, there is one lease remaining that will terminate in November 2023, unless renewed, which the Company will make payments of approximately

$ 34,800 for, recording interest of approximately $ 350 .

The weighted average discount rate used was 5 %.

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

As of June 30, 2023 and December 31, 2022 there were 1,021 shares of

Series A Preferred Stock issued and outstanding.

As of September 30, 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.

35 unchanged sentences

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 six months ended June 30, 2023.

of the accrued liability and an increase to common stock and additional paid-in capital during the nine months ended September 30, 2023.

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

5 unchanged sentences

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 six months ended June 30, 2023.

of the accrued liability and an increase to common stock and additional paid-in capital during the nine months ended September 30, 2023.

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

5 unchanged sentences

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 six months ended June 30, 2023.

of the accrued liability and an increase to common stock and additional paid-in capital during the nine months ended September 30, 2023.

On February 14, 2023, a shareholder reported to

2 unchanged sentences

The shareholder disgorged such short-swing profits to the Company on February 28, 2023.

During the six months ended June 30, 2023, the

Company accrued $ 61,600 for dividends on the Series A preferred stock held by Mr, Yakov.

As of June 30, 2023, total accrued dividends

on the Series A preferred stock due to Mr, Yakov is $ 355,984 .

During the nine months ended September 30, 2023,

the Company accrued $ 92,911 for dividends on the Series A preferred stock held by Mr.

As of September 30, 2023, total accrued dividends

on the Series A preferred stock due to Mr.

Yakov is $ 387,295 .

Refer to Note 9 for options to purchase shares

31 unchanged sentences

The following tables detail revenue, operating

expenses, and assets for the Company’s reportable segments for the three months ended June 30, 2023 and 2022.

expenses, and assets for the Company’s reportable segments for the three months ended September 30, 2023 and 2022.

For the Three Months ended

For the Six Months ended

September 30,

For the Nine Months ended

September 30,

Reportable segment revenue:

7 unchanged sentences

( 4,235,816 )

( 3,563,305 )

Fintech services

14 unchanged sentences

Total other (expense) income

Loss from operations

$ ( 1,884,850 )

2 unchanged sentences

$ ( 4,606,112 )

September 30,

Total Assets:

6 unchanged sentences

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