Item 1. Financial Statements
Item
1. Financial Statements
The
Financial Statements of the Registrant required to be filed with this 10-Q Quarterly Report were prepared by management and commence
below, together with related notes. In the opinion of management, the Financial Statements fairly present the financial condition of
the Registrant.
(This
space intentionally left blank.)
4
PCS
EDVENTURES!, INC.
Balance
Sheets
December
31, 2023
(Unaudited)
March
31, 2023
(Audited)
CURRENT ASSETS
Cash
$ 2,006,618
$ 442,657
Accounts receivable, net
of allowance for doubtful accounts of $ 18,469
149,121
363,947
Accounts receivable, other
receivables
45,370
13,312
Prepaid expenses
954,917
436,118
Inventory,
net
1,794,416
1,237,872
Total
Current Assets
4,950,442
2,493,906
NONCURRENT
ASSETS
Lease Right-of-Use Asset
301,569
173,352
Deposits
6,300
6,300
Property and equipment,
net
39,766
31,533
Deferred
tax asset
1,011,466
1,011,466
Total
Noncurrent Assets
1,359,101
1,222,651
TOTAL
ASSETS
$ 6,309,543
$ 3,716,557
CURRENT LIABILITIES
Accounts payable
$ 364,436
$ 27,927
Payroll liabilities and
accrued expenses
108,358
226,231
Deferred revenue
51,185
7,085
Lease
Liability, current portion
90,657
103,026
Total
Current Liabilities
614,636
364,269
Lease
Liability, net of current portion
222,448
72,726
Total
Noncurrent Liabilities
222,448
72,726
TOTAL
LIABILITIES
837,084
436,995
STOCKHOLDERS’
EQUITY (DEFICIT)
Preferred stock, no par
value, 20,000,000 authorized shares,
no shares issued and outstanding
-
-
Common stock, no par value,
150,000,000 authorized shares, 124,733,494 and 125,732,479 shares issued and outstanding
-
-
Additional Paid-in Capital
40,570,459
40,635,392
Accumulated
deficit
( 35,098,000 )
( 37,355,830 )
Total
Stockholders’ Equity
5,472,459
3,279,562
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 6,309,543
$ 3,716,557
The
accompanying notes are an integral part of these financial statements.
5
PCS
EDVENTURES!, INC.
Statements
of Operations
(Unaudited)
2023
2022
2023
2022
For
the Three Months Ended December 31,
For
the Nine Months Ended December 31,
2023
2022
2023
2022
REVENUE
459,087
1,847,659
6,831,694
4,483,106
COST OF SALES
310,657
751,711
2,503,552
1,833,669
GROSS PROFIT
148,430
1,095,948
4,328,142
2,649,437
OPERATING EXPENSES
Salaries
and wages
353,934
389,795
1,313,886
1,050,032
General
and administrative expenses
231,475
191,117
821,116
587,718
Total
Operating Expenses
585,409
580,912
2,135,002
1,637,750
INCOME (LOSS) FROM OPERATIONS
( 436,979 )
515,036
2,193,140
1,011,687
OTHER INCOME AND (EXPENSES)
Tax credit
-
94,703
31,258
94,703
Net interest
income (expense)
20,183
( 40,544 )
30,774
( 114,705 )
(Gain)
loss on lease modification
2,658
-
2,658
-
Total
Other Income (Expense)
22,841
54,159
64,690
( 20,002 )
NET INCOME (LOSS) BEFORE TAXES
( 414,138 )
569,195
2,257,830
991,685
Provision
for income taxes
-
-
-
-
NET
INCOME (LOSS)
$ ( 414,138 )
$ 569,195
2,257,830
$ 991,685
Net income (loss) per common
share:
Basic
$ ( 0.00 )
$ 0.00
$ 0.02
$ 0.01
Diluted
$ ( 0.00 )
$ 0.00
$ 0.02
$ 0.01
Weighted Average Common Shares Outstanding
Basic
124,733,494
125,482,479
125,183,945
124,973,388
Diluted
124,733,494
125,647,758
125,183,945
125,138,667
The
accompanying notes are an integral part of these financial statements.
6
PCS
EDVENTURES!, INC.
Statement
of Stockholders’ Deficit
(Unaudited)
#
of Common Shares O/S
Common
Stock
Additional
Paid-in Capital
Accumulated
Deficit
Stockholders’
Equity (Deficit)
Balance
at 3/31/2022
124,482,479
-
$ 40,589,402
$ ( 40,132,007 )
$ 457,395
Net Income
-
-
-
991,685
991,685
Shares Issued (exercise of warrants)
1,000,000
-
25,000
-
25,000
Option expense
-
-
15,990
-
15,990
Balance
at 12/31/2022
125,482,479
-
$ 40,630,392
$ ( 39,140,322 )
$ 1,490,070
Balance
at 3/31/2023
125,732,479
-
$ 40,635,392
$ ( 37,355,830 )
$ 3,279,562
Net Income
-
-
-
2,257,830
2,257,830
Shares Redeemed
( 998,985 )
( 64,933 )
-
( 64,933 )
Option expense
-
-
-
-
-
Balance
at 12/31/2023
124,733,494
-
$ 40,570,459
$ ( 35,098,000 )
$ 5,472,459
Balance
at 9/30/2022
125,482,479
-
$ 40,630,392
$ ( 39,709,517 )
$ 920,875
Net Income
-
-
-
569,195
569,195
Shares Issued (exercise of warrants)
-
-
-
-
-
Option expense
-
-
-
-
-
Balance
at 12/31/2022
125,482,479
-
$ 40,630,392
$ ( 39,140,322 )
$ 1,490,070
Balance
at 9/30/2023
124,733,494
-
$ 40,570,459
$ ( 34,683,862 )
$ 5,886,597
Balance
124,733,494
-
$ 40,570,459
$ ( 34,683,862 )
$ 5,886,597
Net Loss
-
-
-
( 414,138 )
( 414,138 )
Net Income (Loss)
-
-
-
( 414,138 )
( 414,138 )
Shares Redeemed
-
-
-
-
Option expense
-
-
-
-
-
Balance
at 12/31/2023
124,733,494
-
$ 40,570,459
$ ( 35,098,000 )
$ 5,472,459
Balance
124,733,494
-
$ 40,570,459
$ ( 35,098,000 )
$ 5,472,459
The
accompanying notes are an integral part of these financial statements.
7
PCS
EDVENTURES!, INC .
Statements
of Cash Flows (Unaudited)
Nine
Months Ended December 31,
2023
2022
CASH FLOWS FROM OPERATING
ACTIVITIES
Net Income
2,257,830
991,685
Stock
based compensation
-
15,990
Depreciation
and amortization
7,863
3,470
Amortization
of right of use asset
112,063
73,833
Changes in operating assets
and liabilities
(Increase)
decrease in accounts receivable
214,826
( 68,572 )
(Increase)
decrease in prepaid expenses
( 518,799 )
( 336,247 )
(Increase)
decrease in inventories
( 556,544 )
( 358,716 )
(Increase)
decrease in other current assets
( 32,058 )
92,002
(Decrease)
increase in accounts payable and accrued liabilities
218,636
( 98,641 )
Increase
(decrease) in lease liability
( 102,927 )
( 72,433 )
Increase
(decrease) in unearned revenue
44,100
2,288
Net Cash
Provided by Operating Activities
1,644,990
244,659
CASH
FLOWS FROM INVESTING ACTIVITIES
Cash
paid for purchase of fixed assets
( 16,096 )
( 16,459 )
Net Cash
Used by Investing Activities
( 16,096 )
( 16,459 )
CASH FLOWS FROM FINANCING
ACTIVITIES
Common
stock repurchased and cancelled
( 64,933 )
-
Principal
payments on debt
-
( 143,327 )
Proceeds
from sale of stock
-
25,000
Net Cash
Used by Financing Activities
( 64,933 )
( 118,327 )
Net Increase
(Decrease) in Cash
1,563,961
109,873
Cash at Beginning of Period
442,657
584,070
Cash at End of Period
2,006,618
693,943
Cash Paid for
Interest
648
107,955
Cash Paid for taxes
41,957
4,868
Non Cash Investing and Financing
Transactions:
Right of use assets obtained
in exchange for new operating lease liabilities
240,281
-
The
accompanying notes are an integral part of these financial statements.
8
PCS
EDVENTURES!, INC.
Notes
to the Financial Statements
December 31, 2023
(Unaudited)
NOTE
1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Description
of Business
The
financial statements presented are those of PCS Edventures!, Inc., an Idaho corporation (the “Company,” “PCS,”
“PCSV,” “we,” “our,” “us” or similar words), incorporated in 1994, in the State of Idaho.
PCS specializes in experiential, hands-on, K12 education and drone technology. PCS has extensive experience and intellectual property
(IP) that includes drone hardware, product designs, and K-12 curriculum content. PCS continually develops new educational products based
upon market needs that the Company identifies through its sales and customer networks.
Our
products facilitate STEM education by providing engaging activities that demonstrate STEM concepts and inspire further STEM studies,
with the goal of ultimately leading students to pursue STEM career pathways. Due to our exceptionally detailed curriculum, our products
are easy to teach and do not require a teaching degree or experience to administer.
Our
educational products are developed from both in-house efforts and contracted services. They are marketed through reseller channels, direct
sales efforts, partner networks, and web-based channels.
PCS
has developed and sells a variety of STEM education products into the K12 market which can be categorized as follows:
1. Enrichment
Programs
These
camps are for the informal learning market and are designed to be highly engaging for students while easily administered by the instructor.
The Company offers approximately thirty (30) different enrichment programs and typically develops at least two (2) new programs each
year. Some of the more popular programs include Ready, Set, Drone!; Traveling Artist; Unleash Your Wild Side, Build a Better World;
Claymation; Oceanic Exploration; Pirate; and Flight and Aerodynamics.
2. Discover
Series Products
These
products are designed for the makerspace environment and include engaging STEM activities that motivate students to pursue educational
pathways toward STEM careers. The Discover Series includes Discover Engineering; Discover Robotics & Physics; Discover Robotics
& Programming; and Discover STEM.
3. BrickLAB
Products
These
products are designed for the grade school market and use the Company’s proprietary bricks (which are Lego compatible) and curriculum
to engage students to explore, imagine and create within a STEM education framework. The Company offers a variety of grade-specific BrickLAB
products.
4. Discover
Drones, Add-on Drone Packages and Ala Carte Drone Items
These
products are designed around using drones as a platform for STEM education and career exploration. These titles include the Discover
Drones series of Products; Discover Drones Indoor Coding Bundle; Discover Drones Indoor Racing Add-On; Discover Drones Outdoor Practice
Add-on ; and all the spare parts and ala carte drone items offered in the Company’s comprehensive drone packages.
5. STEAMventures
BUILD Activity Book
These
series of activity books are designed for the K-3 market and ideal for a distance-learning environment. The series includes twelve (12)
different issues. Instructor guides and/or family engagement guides are included. The Company also provides the necessary bricks for
the builds in the activity books as a separate, but related product.
9
6. Professional
Development Training
The
Company offers professional development trainings, for a fee, to educators who are implementing the Company’s products in their
classroom.
The
Company intends to continue developing STEM education products that address demand from large markets.
Accounting
Method
The
Company’s financial statements are prepared using the accrual method of accounting. The Company has elected a March 31 fiscal year
end.
Cash
and Cash Equivalents
Cash
and cash equivalents, totaling $ 2,006,618 and $ 442,657 at December 31, 2023, and March 31, 2023, respectively, consist of operating and
savings accounts. For purposes of the statements of cash flows, the Company considers all highly-liquid financial instruments with original
maturities of three months or less at date of purchase to be cash equivalents.
Use
of Estimates
The
preparation of these financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management
to make estimates and assumptions that affect the 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. Actual results
could differ from those estimates. The Company’s significant estimates include reserves related to accounts receivable and inventory,
the valuation allowance related to deferred tax assets, the valuation of equity instruments, and debt discounts.
Concentration
of Credit Risks and Significant Customers
The
Company extends credit to customers and is therefore subject to credit risk. Financial instruments that potentially subject the Company
to concentration of credit risk consist primarily of trade receivables. In the normal course of business, the Company provides credit
terms to its customers. Accordingly, the Company performs ongoing credit evaluations of its customers and maintains allowances for possible
losses which when realized have been within the range of management’s expectations. An allowance for doubtful accounts is recorded
to account for potential bad debts. Estimates are used in determining the allowance for doubtful accounts and are based upon an assessment
of selected accounts, historic averages, and as a percentage of remaining accounts receivable by aging category. In determining these
percentages, the Company evaluates historical write- offs, and current trends in customer credit quality, as well as changes in credit
policies. The Company generally does not require collateral from its customers. The Company has established an allowance for doubtful
accounts of $ 18,469 at December 31, 2023, and March 31, 2023.
Inventory
Finished
goods inventory is composed of items produced in-house, as well as items from outside suppliers. These items include, but are not limited
to, Fischertechnik® manipulatives, Brick manipulatives, drone components, digital media equipment, furniture units, curriculum, and
other miscellaneous items used in our various labs. Our inventory is carried at the lower of cost or market and valued using the average
cost method for each item.
When
indicators of inventory impairment exist, the Company measures the carrying value of the inventory against its market value, and if the
carrying value exceeds the market value, the inventory value is adjusted accordingly. The Company has established a provision for excess
and obsolete inventory reserve of $ 6,343 as of December 31, 2023, and March 31, 2023.
10
Property,
Plant and Equipment
Depreciation
on property and equipment is computed using the straight-line method over the estimated useful life of the asset. The Company had fully
depreciated property and equipment prior to March 31, 2018. Beginning in fiscal year 2022 through the current reporting period, the Company
purchased various warehouse and office equipment for $ 54,419 and recognized $ 14,653 in depreciation of that equipment for a total property
and equipment of $ 39,766 as of December 31, 2023. As of March 31, 2023, property and equipment was $ 31,533 , net of $ 6,790 in depreciation.
Software
has been fully depreciated as of December 31, 2023 and March 31, 2023.
Impairment
of Long-Lived Assets
Long-lived
assets are reviewed for impairment annually, or when events or circumstances arise that indicate the existence of impairment for patents
and other intangibles. There was no impairment recorded during the three and nine months ended December 31, 2023, and 2022.
Income
Taxes
Income
taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective
tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates
expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect
on deferred tax assets and liabilities of a change in tax rate is recognized in income in the period that includes the enactment date.
In
November 2015, the Financial Accounting Standards Board issued ASU No. 2015-17, “Income Taxes (Topic 740)-Balance Sheet Classification
of Deferred Taxes” (ASU 2015-17), which requires reporting the net amount of deferred tax assets and liabilities as a single noncurrent
item on the classified balance sheet. Before this change, the net amounts of current and noncurrent deferred tax assets and liabilities
were reported separately.
We
account for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). ASC 740 prescribes the use of the asset and
liability method to compute the differences between the tax bases of assets and liabilities and the related financial amounts, using
currently enacted tax laws. If necessary, a valuation allowance is established, based on the weight of available evidence, to reduce
deferred tax assets to the amount that is more likely than not to be realized. Realization of the deferred tax assets, net of deferred
tax liabilities, is principally dependent upon achievement of sufficient future taxable income. We exercise significant judgment in determining
our provisions for income taxes, our deferred tax assets and liabilities and our future taxable income for purposes of assessing our
ability to utilize any future tax benefit from our deferred tax assets.
In
accordance with GAAP, the Company has analyzed its filing positions in all jurisdictions where it is required to file income tax returns
for the open tax years in such jurisdictions. The Company currently believes that all significant filing positions are highly certain
and that all of its significant income tax filing positions and deductions would be sustained upon audit. Therefore, the Company has
no significant reserves for uncertain tax positions, and no adjustment to such reserves was required by GAAP. No interest or penalties
have been levied against the Company and none are anticipated, therefore no interest or penalty has been included in the provision for
income taxes in the consolidated statements of operations. The Internal Revenue Code contains provisions which reduce or limit the availability
and utilization of net operating loss (NOL) carry forwards in the event of a more than 50 % change in ownership. If such an ownership
change occurs with the Company, the use of these net operating losses could be limited. The table below details the years that remain
open to tax examinations:
SCHEDULE
OF INCOME TAX EXAMINATION
Tax Year
Fiscal Year End
Filed Date
Open Through
2021
3/31/2022
2/3/2023
2/3/2026
2020
3/31/2021
1/18/2022
1/18/2025
2019
3/31/2020
1/28/2021
1/28/2024
11
Revenue
Recognition
The
Company accounts for revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers , which we adopted on April
1, 2018. Revenue amounts presented in our financial statements are recognized net of sales tax, value-added taxes, and other taxes. Amounts
received as prepayment on future products or services are recorded as unearned revenues and recognized as income when the product is
shipped, or service performed.
The
Company had deferred revenue of $ 51,185 as of December 31, 2023, related to contractual commitments with customers where the performance
obligation will be satisfied within the fiscal year ended March 31, 2024. The revenue associated with these performance obligations is
recognized as the obligation is satisfied. The Company had $ 7,085 of deferred revenue as of March 31, 2023.
Most
of our contracts with customers contain transaction prices with fixed consideration; however, some contracts may contain variable consideration
in the form of discounts, rebates, refunds, credits, price concessions, incentives, performance bonuses, penalties and other similar
items. When a contract includes variable consideration, we evaluate the estimate of variable consideration to determine whether the estimate
needs to be constrained; therefore, we include the variable consideration in the transaction price only to the extent that it is probable
that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable
consideration is subsequently resolved. We recognize revenue when we satisfy a performance obligation by transferring control over a
product or service to a customer. This can result in recognition of revenue over time as we perform services or at a point in time when
the deliverable is transferred to the customer, depending on an evaluation of the criteria for over time recognition in FASB ASC 606.
For certain fixed-fee per transaction contracts, such as delivering training courses or conducting workshops, revenue is recognized during
the period in which services are delivered in accordance with the pricing outlined in the contracts.
Stock-Based
Compensation
We
recognize stock-based compensation expense under the provisions of ASC 718, Compensation—Stock Compensation (“ASC 718”).
We use the Black-Scholes option pricing model to calculate the fair value of stock options at their respective grant date. The use of
option valuation models requires the input of highly subjective assumptions, including the expected stock price volatility and the expected
term of the option. The fair value of restricted stock awards is the fair market value on the date of grant. We recognize these compensation
costs on a straight-line basis over the requisite service period, which is generally the vesting period of the award.
During
fiscal year 2023, two sets of performance options were exercised. Mike J. Bledsoe, President, exercised 1,000,000 options at $ 0.025 per
share. Michelle Fisher, Director of STEM Curriculum, exercised 250,000 options at $ 0.02 per share. As of December 31, 2023, and March
31, 2023, the Company had no outstanding warrants or options.
Business
Segments and Related Information
GAAP
establishes standards for the way public business enterprises are to report information about operating segments in annual financial
statements and requires enterprises to report selected information about operating segments in interim financial reports issued to shareholders.
It also establishes standards for related disclosure about products and services, geographic areas and major customers. The Company currently
operates in one business segment.
Net
Earnings (Loss) Per Share of Common Stock
The
Company calculates net income (loss) per share in accordance with ASC 260, Earnings Per Share (“ASC 260”). Under ASC 260,
basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted-average number of common shares
outstanding during the reporting period. The weighted average number of shares of common stock outstanding includes vested restricted
stock awards. Diluted net income (loss) per share (“EPS”) reflects the potential dilution that could occur assuming exercise
of all dilutive unexercised stock options and warrants. The dilutive effect of these instruments was determined using the treasury stock
method. Under the treasury stock method, the proceeds received from the exercise of stock options and restricted stock awards, the amount
of compensation cost for future service not yet recognized by the Company and the amount of tax benefits that would be recorded as income
tax expense when the stock options become deductible for income tax purposes are all assumed to be used to repurchase shares of the Company’s
common stock.
12
Common
stock outstanding reflected in the Company’s balance sheets includes restricted stock awards outstanding. Securities that may participate
in undistributed net income with common stock are considered participating securities. The computation of diluted earnings per share
does not assume exercise or conversion of securities that would have an anti-dilutive effect. The following schedules presents the calculation
of basic and diluted net income per share:
SCHEDULE
OF BASIC AND DILUTED NET INCOME
2023
2022
For the Three Months ended December 31,
2023
2022
Net Income per common Share:
Basic
$ ( 0.00 )
$ 0.00
Diluted
$ ( 0.00 )
$ 0.00
Weighted average number of common shares outstanding Basic
124,733,494
125,482,479
Weighted average number of common shares outstanding Fully Diluted
124,733,494
125,647,758
Net
income for the three months ended December 31, 2023, and 2022 was $ ( 414,138 ) and $ 569,195 , respectively.
2023
2022
For the Nine Months ended December 31,
2023
2022
Net Income per common Share:
Basic
$ 0.02
$ 0.01
Diluted
$ 0.02
$ 0.01
Weighted average number of common shares outstanding Basic
125,183,945
124,973,388
Weighted average number of common shares outstanding Fully Diluted
125,183,945
125,138,667
Net
Income for the nine months ended December 31, 2023, and 2022, was $ 2,257,830 and $ 991,685 , respectively.
Recently
Issued Accounting Pronouncements
The
Company has reviewed recent accounting pronouncements and has determined that they will not significantly impact the Company’s
results of operations or financial position.
NOTE
2 – BUSINESS CONDITION
As
of December 31, 2023, the Company had $ 2.0 million in cash, $ 1.8 million in inventory, and $ 0.9 million in prepaid inventory, with
no debt. Management strongly believes that the Company can sustain its operations over the course of the next twelve (12)
months with the cash it has on hand, and with the revenue and associated profit generated from the sales expected over the course of
the next twelve (12) months, especially given the Company’s large inventory and prepaid inventory balances.
NOTE
3 – ACCOUNTS RECEIVABLE
In
the Company’s normal course of business, the Company provides credit terms to its customers, which generally range from net fifteen
(15) to thirty (30) days. The Company performs ongoing credit evaluations of its customers. The Company established an allowance for
doubtful accounts of $ 18,469 at December 31, 2023, and March 31, 2023.
NOTE
4 – ACCOUNTS RECEIVABLE, OTHER RECEIVABLES
Other
Receivables include receivables due to the Company derived from activities outside of its typical business transactions. As of December
31, 2023, these other receivables included overpayments to the Internal Revenue Service of payroll taxes in the amount of $ 44,570 and
an $ 800 advance to an employee for a total of $ 45,370 . As of March 31, 2023, these other receivables included an Employee Retention Tax
Credit of $ 13,312 , which was ultimately deemed uncollectable by the Company as of September 30, 2023.
13
NOTE
5 - PREPAID EXPENSES
Prepaid
expenses for the periods are as follows:
SCHEDULE
OF PREPAID EXPENSES
December 31, 2023
March 31, 2023
Prepaid insurance
$ 17,464
$ 8,891
Prepaid tradeshows
43,480
34,316
Prepaid inventory
852,753
374,926
Prepaid software
21,677
16,287
Prepaid other
19,543
1,698
Total Prepaid Expenses
$ 954,917
$ 436,118
NOTE
6 - COMMON AND PREFERRED STOCK TRANSACTIONS
a. Common
Stock
The
Company has 150,000,000 authorized shares of common stock, no par value. At December 31, 2023 the total common shares issued and outstanding
was 124,733,494 .
During
the nine months ended December 31, 2023, the Company had no option expense.
During
the nine months ended December 31, 2023, the Company did not issue shares of common stock.
During
the nine months ended December 31, 2023, the Company repurchased 998,985 shares common stock at $ 0.065 per share for total payments of
$ 64,933 . These shares were then immediately cancelled.
b. Preferred
Stock
The
Company has 20,000,000 authorized shares of preferred stock. As of December 31, 2023, and March 31, 2023, there were no preferred shares
issued or outstanding.
NOTE
7 - NOTES PAYABLE
The
Company had no notes payable outstanding as of December 31, 2023, and March 31, 2023.
NOTE
8 - COMMITMENTS AND CONTINGENCIES
Leases
The
Company adopted ASC 842 as of November 9, 2019 using a modified retrospective transition approach for all leases existing at December
31, 2019, the date of the initial application. Consequently, financial information will not be updated, and disclosures required under
ASC 842 will not be provided for dates and periods before January 1, 2020.
The
Company determines if a contract is a lease or contains a lease at inception. Right of use assets related to operating type leases are
reported in other noncurrent assets and the present value of remaining lease obligations is reported in accrued and other liabilities
and other noncurrent liabilities on the Balance Sheets. The Company does not currently have any financing type leases.
Operating
lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement
date. The Company’s leases do not provide an implicit rate. The Company determine the incremental borrowing rates applicable to
the economic environment based on the information available at commencement date, in determining the present value of future payments.
The right of use asset for operating leases is measured using the lease liability adjusted for the impact of lease payments made prior
to commencement, lease incentives received, initial direct costs incurred and any asset impairments. Lease terms may include options
to extend or terminate the lease when it is reasonably certain that the option will be exercised. Lease expense for minimum lease payments
is recognized on a straight-line basis over the term of the lease.
14
The
Company re-measures and reallocates the consideration in a lease when there is a modification of the lease that is not accounted for
as a separate contract. The lease liability is re-measured when there is a change in the lease term or a change in the assessment of
whether the Company will exercise a lease option. The Company assesses right of use assets for impairment in accordance with its long-lived
asset impairment policy.
The
Company accounts for lease agreements with contractually required lease and non-lease components on a combined basis. Lease payments
made for cancellable leases, variable amounts that are not based on an observable index and lease agreements with an original duration
of less than twelve months are recorded directly to lease expense.
a. Office
and Warehouse
The
Company leases one building containing its main office and warehouse space under a non-cancelable lease agreement, which commenced on
March 2, 2016, accounted for as an operating lease expiring March 14, 2020. On March 3, 2020, a third amendment extended the lease for
nineteen and one-half ( 19.5 ) months, expiring October 31, 2021 at $ 0.60 a square foot. On September 16, 2021, the Company signed a fourth
amendment to the lease with a monthly rental amount starting at $ 6,800 and escalating by $ 200 per month at the end of each lease year,
which is due to expire on October 31, 2024 . Building lease expense was $ 80,020 and $ 79,093 for the nine months ended December 31, 2023,
and 2022, respectively.
b. Equipment
The
Company leased a production printer for sixty-three ( 63 ) months commencing on November 3, 2023. The first three payments were deferred,
with the first payment due February 3, 2024. Equipment lease expense was $ 28,596 for the nine months ended December 31, 2023, and $ 23,922
for the nine months ended December 31, 2022.
As
of December 31, 2023, accounted for and presented under ASC 842 guidance, the future minimum lease payments on operating leases, were
as follows:
Total minimum lease obligation over the next 7 years
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS
Fiscal Year
Amount
2024
27,272
2025
82,330
2026
38,892
2027
43,232
2028
48,024
2029
53,315
2030
20,040
Total
$ 313,105
SCHEDULE
OF LEASE PAYABLE
Balance Sheet Location
December 31, 2023
Right of use assets
Other noncurrent assets
$ 301,569
Lease payable
Current liabilities
$ 90,657
Lease payable
Long-term liabilities
222,448
Total lease payable
$ 313,105
Supplemental cash flow information related to operating leases:
SCHEDULE OF SUPPLEMENTAL CASH FLOW INFORMATION RELATED TO OPERATING LEASES
December 31, 2023
Operating cash paid to settle lease liabilities
$ 82,006
Right of use asset additions in exchange for lease liabilities
-
December 31, 2023
Weighted average remaining lease term (in years)
6.3
Weighted average discount rate
10 %
15
NOTE
9 – ACCOUNTS PAYABLE
Accounts
payable for the periods are as follows:
SCHEDULE
OF ACCOUNTS PAYABLE
December 31, 2023
March 31, 2023
Accounts payable
$ 357,893
$ 18,814
Credit cards payable
6,543
9,113
Total
$ 364,436
$ 27,927
NOTE
10 – PAYROLL LIABILITIES & ACCRUED EXPENSES
Accrued
expenses for the periods are as follows:
SCHEDULE
OF ACCRUED EXPENSES
December 31, 2023
March 31, 2023
Payroll liabilities
$ 93,184
$ 201,724
Sales tax payable
5,184
3,399
State income tax payable
-
21,108
Production printer accrued expenses
9,990
-
Total
$ 108,358
$ 226,231
NOTE
11 – INCOME TAXES
For
the three and nine months ended December 31, 2023, the Company recognized no income tax expense (or benefit) due to the partial reversal
of its valuation allowance. For the year ended March 31, 2023, the Company partially reversed its valuation allowance recognizing an
income tax benefit of $ 1,011,466 , which represents an effective tax rate of ( 57 %) . As the Company recently generated positive income,
management expects the effective tax rate to differ from its annual effective tax rate from the most recent year and from its U.S. Federal
statutory rate due to changes in the valuation allowance. For the three and nine month period ended December 31, 2023, the Company relieved
its valuation allowance equal to the estimated income tax expense based on U.S statutory rate of 21 % and a State statutory rate of 7 %.
The net effect is that no income tax expense was recorded for the three and nine months ended December 31, 2023, and the effective tax
rate is 0.00 %. For the three and nine months ended December 31, 2023, no benefit from income taxes was recorded due to the Company being
in a full valuation allowance position, resulting in an effective tax rate of 0.0 %.
FASB
ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax
positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than
not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2023. The Company
recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the
payment of interest and penalties as of December 31, 2023. The Company is currently not aware of any issues under review that could result
in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major
taxing authorities since inception.
The
Company may be subject to potential examination by federal, state, and city taxing authorities in the areas of income taxes. These potential
examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance
with federal, state, and city tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits
will materially change over the next twelve months.
Although
we believe that our tax estimates are reasonable, the ultimate tax determination involves significant judgments that could become subject
to examination by tax authorities in the ordinary course of business. We periodically assess the likelihood of adverse outcomes resulting
from these examinations to determine the impact on our deferred taxes and income tax liabilities and the adequacy of our provision for
income taxes. Changes in income tax legislation, statutory income tax rates or future taxable income levels, among other things, could
materially impact our valuation of income tax assets and liabilities and could cause our income tax provision to vary significantly among
financial reporting periods.
The
Company files income tax returns in the United States, the State of Idaho and the State of California. The statute of limitations on
a Federal tax return is the due date of the tax return plus three years. In the case of NOLs, the year in which the NOL was generated
remains open up to the amount of the NOL until the statute of limitations expires on the year it was used. All required tax returns of
the Company due since inception have been filed. The Company does not have any unrecognized tax benefits to report in the current period.
16
NOTE
12 - DILUTIVE INSTRUMENTS
Stock
Options and Warrants
As
of December 31, 2023, and March 31, 2023, the Company had no dilutive instruments outstanding.
NOTE
13 - RELATED PARTY TRANSACTIONS
On
August 21, 2018, the Company granted 1,000,000 stock options to our President, Michael J. Bledsoe. The expected volatility rate of 254.03 %
was calculated using the Company’s stock price over the period beginning August 21, 2018, through date of issue. A risk-free interest
rate of 0.27 % was used to value the options. The options were valued using the Black-Scholes valuation model. The options vested immediately
and were exercisable at $ 0.025 per share which represents the fair market value at the date of grant in accordance with the 2009 Equity
Incentive Plan. The maturity date was August 21, 2021. The entire value of the options were expensed at time of grant as they vested
immediately. On August 21, 2021, the options expired and the Company issued 1,000,000 new options with a one year maturity and a strike
price of $ 0.025 accounted for as a modification. These options were exercised on August 18, 2022.
From
April 1, 2013 to March 31, 2017, the Company executed related party promissory notes with the Chairman and CEO of the Company, Todd R.
Hackett, for $ 1,292,679 , $ 175,000 , and $ 340,000 paid down to a principal balance of $ 220,648 , with interest of 10 % per annum. Monthly
interest payments have been made in cash starting in January of 2019. On April 19, 2019, these notes were consolidated to one promissory
note for $ 1,688,327 , with interest of 10 % per annum, and extending the due date to April 20, 2020 . Total interest accrued and paid in
the fiscal year ended March 31, 2020 totaled $ 142,210 . Principal payments were made totaling $ 245,000 for an ended principal balance
at March 31, 2020 of $ 1,443,327 . The note was subsequently amended with a maturity date of May 1, 2021 , with all other terms and conditions
remaining the same. No principal payments were made on this note in fiscal year 2021, leaving a principal balance as of March 31, 2021
of $ 1,443,327 . This promissory note due date was subsequently amended to a new due date of May 1, 2022 , with all other terms and conditions
remaining the same. No principal payments were made on this note during fiscal year 2022, leaving a principal balance as of March 31,
2022, of $ 1,443,327 . During fiscal year 2023, this promissory note was paid in full to Mr. Hackett.
On
February 1, 2017, the Company, in the capacity of borrower, executed a non-convertible promissory note payable, with no warrants
attached, with lender Mike J. Bledsoe, a member of the Executive Management Team and Board of Directors, for $ 50,000 at 20 % interest
per annum, due April 30, 2017 . The note’s principal balance of $ 50,000 , and accrued interest of $ 23,342 as of May 31,
2019, was amended on June 1, 2019. The promissory note June 1, 2019, amendment reduced the interest rate to 10 % per annum, but to
accrue interest on both the $ 50,000 principal balance and the $ 23,342 accrued interest and extended the due date to May 31, 2020.
This promissory note due date was subsequently amended to a new due date of May 31, 2021 . As of March 31, 2021, the principal
balance on this note was $ 50,000 and the accrued interest was $ 36,805 . This promissory note due date was subsequently amended to a
new due date of May 1, 2022 , with all other terms and conditions remaining the same. During fiscal year 2023, the Company paid this
promissory note in full to Mr. Bledsoe.
NOTE
14 - SUBSEQUENT EVENTS
At
the time of the filing of this Quarterly Report, there were no subsequent events to report.
17
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.