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Item 1. Financial Statements

2023-08-01 compared with 2023-05-15 · 303 added, 192 removed, 338 unchanged (59% of the section changed)

Financial Statements (unaudited)

Financial Statements

INNOVATIONS, INC.

FINANCIAL STATEMENTS

MONTHS ENDED MARCH 31, 2023 AND 2022

CONSOLIDATED UNAUDITED BALANCE SHEETS AS OF MARCH 31, 2023 AND DECEMBER 31, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022

AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 AND DECEMBER 31, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND JUNE 30, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND JUNE 30, 2022

CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND JUNE 30, 2022

NOTES TO THE CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS

1 unchanged sentence

BALANCE SHEETS

March 31, 2023 (unaudited)

June 30, 2023

December 31, 2022

2 unchanged sentences

Accounts receivable

Unbilled receivables

Prepaid expenses

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STATEMENTS OF OPERATIONS

Three Months Ended March 31,

Three Months Ended

Six Months Ended

Cost of services

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Total operating expenses

Loss from operations

Other income (expense):

Income (loss) from operations

Other expenses:

Interest expense

Total other income (expense)

Total other expenses, net

Net income (loss)

$ ( 443,186 )

$ ( 190,098 )

Net loss per share – basic and diluted

Weighted average number of common shares outstanding – basic and diluted

$ ( 891,160 )

Basic and diluted income (loss) per common share

Earnings per share, basic

Weighted average number of common shares outstanding:

Basic and diluted

Weighted average number of shares outstanding, basic

accompanying notes to the consolidated financial statements.

1 unchanged sentence

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

MONTHS ENDED MARCH 31, 2023 AND 2022

Three months ended March 31, 2023 (Unaudited)

AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

Number of Shares

1 unchanged sentence

Accumulated Deficit

Balance – December 31, 2022

Three months ended June 30, 2023

Number of Shares

Paid-in Capital

Accumulated Deficit

Balance as of March 31, 2023

$ ( 50,439,714 )

Balance as of March 31, 2023 (Unaudited)

Shares issued for cash

Fair value of vested stock options

Balance as of June 30, 2023

$ ( 50,402,952 )

Three months ended March 31, 2022 (Unaudited)

Three months ended June 30, 2022

Number of Shares

1 unchanged sentence

Accumulated Deficit

Balance – December 31, 2021

Balance as of March 31, 2022

$ ( 49,588,652 )

$ ( 829,615 )

Balance as of March 31, 2022 (Unaudited)

$ ( 49,588,652 )

$ ( 829,615 )

Shares issued for cash

Shares issued in exchange for Range

Balance as of June 30, 2022

$ ( 50,031,838 )

months ended June 30, 2023

Paid-in Capital

Balance as of December 31, 2022

Shares issued for cash

Fair value of vested

stock options

Balance as of June 30,

Six months ended June 30, 2022

Number of Shares

Paid-in Capital

Accumulated Deficit

Balance as of December 31, 2021

$ ( 49,140,678 )

$ ( 381,641 )

$ ( 49,140,678 )

$ ( 381,641 )

Shares issued for cash

Shares issued in exchange for Range

income ( loss)

Balance as of June 30, 2022

$ ( 50,031,838 )

accompanying notes to the consolidated financial statements.

1 unchanged sentence

STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

1 unchanged sentence

$ ( 891,160 )

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Fair value of vested stock options

Changes in operating assets and liabilities:

Accounts receivable

Unbilled receivables

( 1,129,046 )

Interest accrued but not paid

Due from shareholder

Prepaid expense and other current assets

Accounts payable and accrued liabilities

Net cash provided by (used in) operating activities

Net cash used in operating activities

Cash flows from investing activities:

Equipment purchases

( 1,107,833 )

Cash acquired in acquisition of Range Environmental Resources

Cash paid for acquisition of Range Environmental Resources

Net cash used in investing activities

( 1,842,006 )

Cash flows from financing activities:

Issuance of shares for cash

Proceeds from long-term debt

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Proceeds from line of credit

Net cash provided by (used in) financing activities

Net cash provided by financing activities

Net increase (decrease) in cash and cash equivalents

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Cash paid during the period for:

Stock issued for acquisition

accompanying notes to the consolidated financial statements.

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TO CONSOLIDATED FINANCIAL STATEMENTS

MONTHS ENDED MARCH 31, 2023 AND 2022

AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

BUSINESS OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Innovations, Inc.

(the “Company”, “we”, “us”, “our” or “Malachite”),

was incorporated in the State of Nevada on June 29, 2007.

Malachite is a public holding company dedicated to improving the health and

wellness of people and the planet through a novel and innovative approach to impact investing.

Malachite owns and operates a balanced

portfolio of operating businesses focused on developing long-term solutions to environmental, social and health challenges, with a particular

focus on economically disadvantaged communities.

(the “Company”, “we”, “us”, “our” or “Malachite”), was

incorporated in the State of Nevada on June 29, 2007.

Malachite is a public holding company dedicated to improving the health and wellness

of people and the planet through a novel and innovative approach to impact investing.

Malachite owns and operates a balanced portfolio

of operating businesses focused on developing long-term solutions to environmental, social and health challenges, with a particular focus

on economically disadvantaged communities.

Malachite takes an opportunistic approach to impact investing by leveraging its competitive

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In 2011, the Company

changed its name to Stevia First Corp and pursued a new strategy focused on developing stevia-based additives for the food and beverage

changed its name to Stevia First Corp.

and pursued a new strategy focused on developing stevia-based additives for the food and beverage

In 2015, the Company changed its name to Vitality Biopharma, Inc.

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to the reclamation and repurposing of mine sites.

December 31, 2022, Daedalus was merged into Malachite Innovations, Inc., leaving Malachite Innovations, Inc., as the parent company

with full ownership of all of its wholly-owned operating subsidiaries, including the Range Reclamation Entities, Terra Preta, Inc.,

Pristine Stream Ventures, Inc., Range Security Resources, Inc.

and Graphium.

December 31, 2022, Daedalus was merged into Malachite Innovations, Inc., leaving Malachite Innovations, Inc., as the parent company and the Range Reclamation Entities, Aether Credit Ventures, Inc., NextGen AgriTech, Inc., Pristine

Stream Ventures, Inc., Range Security Resources, Inc., Terra Preta, Inc.

and Graphium as its wholly-owned subsidiaries.

accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement

of liabilities and commitments in the normal course of business.

As reflected in the accompanying financial statements, during the three

months ended March 31, 2023, the Company incurred a net loss of $ 226,860 and $ 675,796 of cash was provided by the Company’s operating

These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of

the date that the financial statements are issued.

The financial statements do not include any adjustments that might be necessary should

the Company be unable to continue as a going concern.

As reflected in the accompanying financial statements, during the six

months ended June 30, 2023, the Company incurred a net loss of $ 190,098 and used $ 398,399 of cash in the Company’s operating activities.

These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that

the financial statements are issued.

The financial statements do not include any adjustments that might be necessary should the Company

be unable to continue as a going concern.

ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and/or

raising additional capital to meet its obligations and repay its liabilities arising from normal business operations when they come due.

The Company estimates, as of March 31, 2023, that it has sufficient funds to operate the business for 12 months given its cash balance

The Company estimates, as of June 30, 2023, that it has sufficient funds to operate the business for 12 months given its cash balance

of $ 359,564 , line of credit availability of $ 800,000 , and revenues being generated by the Range Reclamation Entities .

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of Presentation

consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Graphium Biosciences, Inc.,

Range Environmental Resources, Inc., Range Natural Resources, Inc., Terra Preta, Inc., Pristine Stream Ventures, Inc., Range Security

Resources, Inc., Aether Credit Ventures, Inc., NextGen AgriTech, Inc., and Daedalus Ecosciences, Inc.

consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Aether Credit Ventures, Inc.,

Graphium Biosciences, Inc., NextGen AgriTech, Inc., Pristine Stream Ventures, Inc., Range Environmental Resources, Inc., Range Natural

Resources, Inc., Range Security Resources, Inc., Terra Preta, Inc., and Daedalus Ecosciences, Inc.

(merged into Malachite Innovations,

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results could differ from those estimates.

The Company recognizes revenue

under ASC 606, “Revenue from Contracts with Customers”.

The core principle of the revenue standard is that a company should

recognize revenue by analyzing the following five steps:

Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers”.

The core principle of the revenue standard

is that a company should recognize revenue by analyzing the following five steps:

(1) identify the contract with the customer;

(2) identify the performance obligations

in the contract;

the performance obligations in the contract;

(3) determine the transaction price;

(4) allocate the transaction price to the performance obligations;

and (5) recognize

revenue when (or as) each performance obligation is satisfied.

The Company primarily invoices customers and recognizes revenue on a periodic

basis for equipment and labor hours provided to a customer on a particular job based on an agreed-upon hourly rate sheet or a fixed amount

for a project.

The Company also invoices customers and recognizes revenue for equipment mobilization fees and materials and supplies required

to complete a project.

The Company invoices for the sales of chemicals and recognizes revenue when the products are delivered to the customer’s

designated site.

Costs for equipment, labor and chemicals are generally expensed as incurred since the projects are generally short-term

and not subject to a contract.

The Company also invoices customers for the provision of environmental security services on an agreed-upon

hourly rate for each project.

(4) allocate the transaction price to the performance

and (5) recognize revenue when (or as) each performance obligation is satisfied.

The Company primarily invoices customers

and recognizes revenue on a periodic basis for equipment and labor hours provided to a customer on a particular job based on an agreed-upon

hourly rate sheet or a fixed amount for a project.

The Company also invoices customers and recognizes revenue for equipment mobilization

fees and materials and supplies required to complete a project.

The Company invoices for the sales of chemicals and recognizes revenue

when the products are delivered to the customer’s designated site.

Costs for equipment, labor and chemicals are generally expensed

as incurred since the projects are generally short-term and not subject to a contract.

The Company also invoices customers for the provision

of environmental security services on an agreed-upon hourly rate for each project.

All revenue is recognized at a point in time.

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Based on management’s assessment, it has concluded that losses on balances outstanding

as of those dates will be immaterial and, therefore, no allowances were recorded for the three months ended March 31, 2023 or the three

months ended March 31, 2022.

Accounts receivable were $ 1,233,532 and $ 981,385 at March 31, 2023 and December 31, 2022, respectively.

No bad debt expense was accrued in either the three months ended March 31, 2023 or the three months ended March 31, 2022 and there is

no allowance for doubtful accounts as of March 31, 2023 or December 31, 2022.

as of those dates will be immaterial and, therefore, no allowances were recorded for the three months ended June 30, 2023 or the three

months ended June 30, 2022.

Accounts receivable were $ 1,273,635 and $ 981,385 at June 30, 2023 and December 31, 2022, respectively.

bad debt expense was accrued in either the three months ended June 30, 2023 or the three months ended June 30, 2022 and there is no allowance

for doubtful accounts as of June 30, 2023 or December 31, 2022.

Unbilled Receivables

receivables represent revenue that has been recognized on projects for which billings have not been presented to the customer

because the amounts were earned but not billable at the balance sheet date.

is carried at cost.

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loss is reflected in the current year’s earnings.

SCHEDULE OF EQUIPMENT

March 31, 2023

June 30, 2023

December 31, 2022

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Right-of-use assets represent the Company’s right

to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments

arising from the lease.

Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present

value of unpaid lease payments over the lease term.

The Company uses its incremental borrowing rate based on the information available

at lease commencement in determining the present value of unpaid lease payments.

The Company had no lease commitments for longer than

one year as of March 31, 2023.

The laboratory space lease in Rocklin, California was renewed in March 2023 and ends on March 31, 2024.

to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease

payments arising from the lease.

Right-of-use assets and lease liabilities are recognized at lease commencement based upon the

estimated present value of unpaid lease payments over the lease term.

The Company uses its incremental borrowing rate based on the

information available at lease commencement in determining the present value of unpaid lease payments.

As of June 30, 2023, the

Company had no lease commitments for longer than one year.

Company periodically issues stock options and restricted stock awards to employees and non-employees in non-capital raising transactions

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recorded in future periods.

and Diluted Loss Per Share

loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of outstanding common

shares during the period.

Shares of restricted stock are included in the basic weighted average number of common shares outstanding from

the time they vest.

Diluted loss per share is computed by dividing net loss applicable to common stockholders by the weighted average

number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential

common shares had been issued.

Shares of restricted stock are included in the diluted weighted average number of common shares outstanding

from the date they are granted unless they are antidilutive.

Diluted loss per share excludes all potential common shares if their effect

is anti-dilutive.

The following potentially dilutive shares were excluded from the shares used to calculate diluted earnings per share

as their inclusion would be anti-dilutive:

SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE

March 31, 2023

and Diluted Income (Loss) Per Share

income (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted average number

of outstanding common shares during the period.

Shares of restricted stock are included in the basic weighted average number of common

shares outstanding from the time they vest.

Diluted income (loss) per share is computed by dividing net loss applicable to common stockholders

by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding

if all dilutive potential common shares had been issued.

Shares of restricted stock are included in the diluted weighted average number

of common shares outstanding from the date they are granted unless they are antidilutive.

Diluted income (loss) per share excludes all

potential common shares if their effect is anti-dilutive.

The following potentially dilutive shares were excluded from the shares used

to calculate diluted earnings per share as their inclusion would be anti-dilutive:

OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE

June 30, 2023

December 31, 2022

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reported in the balance sheets for assets and liabilities qualifying as financial instruments are a reasonable estimate of fair value.

of March 31, 2023, the Company has five

operating business segments:

of June 30, 2023, the Company has five operating business segments:

(i) Environmental Services, (ii) Biochar Products and Solutions,

(iii) Stream Mitigation Banking, (iv) Environmental Security Services, and (v) Cannabinoid Drug Development.

In October 2021, the Company began operating under two segments:

(i) Graphium Biosciences, Inc., a

wholly-owned subsidiary of the Company, reports the operating results of our cannabinoid drug development segment, which is

advancing a broad portfolio of glycosylated cannabinoid prodrugs that have been developed to unlock the rebalancing effects of the

endocannabinoid system to address numerous chronic conditions, and (ii) the Range Reclamation Entities, which

are wholly-owned subsidiaries of the Company, report the operating results of the Environmental Services segment, which provides

land reclamation, water restoration and environmental consulting services to mining and non-mining customers .

In October 2021, the Company

began operating under two segments:

(i) Graphium Biosciences, Inc., a wholly-owned subsidiary of the Company, reports the operating results

of our cannabinoid drug development segment, which is advancing a broad portfolio of glycosylated cannabinoid prodrugs that have been

developed to unlock the rebalancing effects of the endocannabinoid system to address numerous chronic conditions, and (ii) the Range

Reclamation Entities, which are wholly-owned subsidiaries of the Company, report the operating

results of the Environmental Services segment, which provides land reclamation, water restoration and environmental consulting services

to mining and non-mining customers .

The Biochar Products and Solutions, Stream Mitigation Banking, and Environmental Security

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This may result in the earlier recognition of allowances for losses.

ASU 2016-13 is effective for the Company

beginning January 1, 2023, and early adoption is permitted.

This did not have a material effect on the Company’s financial position,

results of operations, or cash flows.

ASU 2016-13 was effective for the Company

beginning January 1, 2023.

This did not have a material effect on the Company’s financial position, results of operations, or cash

recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public

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stock ownership of the Range Reclamation Entities for 10 % of the Cash Dividends and Sale Proceeds (as both terms are defined in the Starks

Agreement) of the Range Reclamation Entities, as a result of which, the Range Reclamation Entities are now wholly-owned subsidiaries

of Daedalus Ecosciences and the Range Reclamation Entities are reported as wholly-owned indirect subsidiaries of the Company in the financial

Agreement) of the Range Reclamation Entities .

A s a result of the merger of Daedalus Ecosciences

into Malachite as of December 31, 2022 , the Range Reclamation Entities are reported as wholly-owned subsidiaries of the Company in the financial

statements made part of this Form 10-Q.

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The allocation of the purchase price is based on management’s estimates.

SCHEDULE OF BUSINESS ACQUISITION ALLOCATION OF PURCHASE PRICE

OF BUSINESS ACQUISITION ALLOCATION OF PURCHASE PRICE

Fair value of assets acquired:

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brand reputation, customer base and employee relations.

is $ 751,421 at March 31, 2023 and at December 31, 2022.

was $ 751,421 at June 30, 2023 and at December 31, 2022.

The goodwill as of both dates represents the value

1 unchanged sentence

Goodwill by reportable segment is as follows:

SCHEDULE OF GOODWILL

March 31, 2023

June 30, 2023

December 31, 2022

2 unchanged sentences

Ending Balance

of Common Stock and Warrants

April 11, 2023, the Company entered into securities purchase agreements providing for the issuance and sale by the Company of (i) 2,733,334

shares of the Company’s common stock (the “Shares”) at a price of $ 0.15

per share and (ii) warrants to purchase up to an additional 2,733,333

shares of the Company’s common stock (the “Warrants”, and the shares issuable upon exercise of the Warrant, the

“Warrant Shares”) at a price of $ 0.60

The Warrants expire on April 11, 2028.

The aggregate proceeds to the Company from the sale of the Shares and Warrants were

approximately $ 400,000 .

STOCK OPTIONS

options issued during the three months ended March 31, 2023 and the three months ended March 31, 2022

stock options were granted to directors, advisors, and employees during the three months ended March 31, 2023 or the three months ended

March 31, 2022.

the three months ended March 31, 2023 and the three months ended March 31, 2022, the Company recorded no stock-based compensation expense

related to vested stock options.

At March 31, 2023, there was no remaining unamortized cost of the outstanding stock-based awards.

summary of the Company’s stock option activity during the three months ended March 31, 2023 is as follows:

SUMMARY OF STOCK OPTION ACTIVITY

options issued during the three months ended June 30, 2023 and the three months ended June 30, 2022

the three months ended June 30, 2023, the Company granted options to two outside advisors to purchase an aggregate of 400,000

shares of the Company’s common stock with exercise prices of $ 0.18

per share that expire five

years from the date of grant.

Options to purchase 200,000

shares vested upon grant and options to purchase 200,000

vest over two years.

The fair value of each option award was estimated on the date of grant using the Black-Scholes-Merton Option

Pricing model based on the following assumptions:

(i) volatility rate between 273.24 %

and 273.87 % ,

(ii) discount rate between 1.4 %

expected dividend yield, and (iv) expected life of 5

years, which is the term of the options.

The total fair value of the option grants at their grant dates was approximately $ 71,840 ,

of which was allocated to general and administrative expenses during the three months ended June 30, 2023.

stock options were granted to directors, advisors, and employees during the three months ended June 30, 2022.

the three months ended June 30, 2023, total stock-based compensation expense related to vested stock options was $ 35,920 .

three months ended June 30, 2022, the Company recorded no stock-based compensation expense related to vested stock options.

2023, the remaining unamortized cost of the outstanding stock-based awards was approximately $ 35,920 and will be amortized on a straight-line

basis over the remaining vesting period of 2 years.

summary of the Company’s stock option activity during the six months ended June 30, 2023 is as follows:

OF STOCK OPTION ACTIVITY

Exercise Price

Balance outstanding at December 31, 2022

Balance outstanding at March 31, 2023

Balance exercisable at March 31, 2023

March 31, 2023, the 9,392,544 outstanding stock options had no intrinsic value.

summary of the Company’s stock options outstanding and exercisable as of March 31, 2023 is as follows:

SCHEDULE OF STOCK OPTIONS OUTSTANDING AND EXERCISABLE

Balance outstanding at June 30, 2023

Balance exercisable at June 30, 2023

June 30, 2023, the 9,792,544 outstanding stock options had no intrinsic value.

summary of the Company’s stock options outstanding as of June 30, 2023 is as follows:

OF STOCK OPTION OUTSTANDING

Weighted Average Exercise Price

Weighted Average Grant- Date Stock Price

Options Outstanding, June 30, 2023

$ 1.50 - 1.95

$ 2.00 - 2.79

$ 3.10 - 3.80

$ 4.00 - 4.70

summary of the Company’s stock options outstanding and exercisable as of June 30, 2023 is as follows:

OF STOCK OPTIONS OUTSTANDING AND EXERCISABLE

Number of Options

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Weighted Average Grant- Date Stock Price

Options Outstanding and exercisable, March 31, 2023

Options Outstanding and Exercisable, June 30, 2023

$ 1.50 - 1.95

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$ 4.00 - 4.70

summary of warrants to purchase common stock issued during the three months ended March 31, 2023 is as follows:

SCHEDULE OF WARRANTS ACTIVITY

summary of warrants to purchase common stock issued during the six months ended June 30, 2023 is as follows:

OF WARRANTS ACTIVITY

Exercise Price

Balance outstanding at December 31, 2022

Balance outstanding and exercisable at March 31, 2023

March 31, 2023, the 22,313,335 outstanding stock warrants had no intrinsic value.

NOTES PAYABLE

Company had no notes payable outstanding as of March 31, 2023.

LINE OF CREDIT

November 2022, the Company secured a line of credit with a bank with a limit of $ 1,000,000 .

The line of credit has a maturity date of

November 30, 2023 , and bears interest at one percent ( 1 %) above the prime rate.

As of March 31, 2023, the balance due under the line

of credit was $ 100,000 .

Balance outstanding and exercisable at June 30, 2023

June 30, 2023, the 25,046,669 outstanding stock warrants had no intrinsic value.

LINES OF CREDIT

November 2022, the Company secured a bank line of credit with a limit of $ 1,000,000 .

The line of credit expires on November

30, 2023 and bears interest at one percent ( 1 % )

above the prime rate ( 9.25 %

at June 30, 2023).

As of June 30, 2023, the balance due under the line of credit was $ 200,000 .

June 2023, the Range Reclamation Entities secured a separate bank line of credit with a limit of $ 1,000,000 .

This line of credit is secured by all of the Range Reclamation Entities’ fixed assets.

This line of credit expires on June

24, 2024 and bears interest at the prime rate

at June 30, 2023).

As of June 30, 2023, the balance due under this line of credit was $ 1,000,000 .

LONG-TERM DEBT OBLIGATIONS

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OF MATURITIES OF LONG TERM DEBT

2023 – due between April 1, 2023 and March 31, 2024

2024 – due between April 1, 2024 and March 31, 2025

2025 – due between April 1, 2025 and March 31, 2026

2026 – due between April 1, 2026 and March 31, 2027

2027 – due between April 1, 2027 and March 31, 2028

2028 and later – due between April 1, 2028 and thereafter

2023 – due between July 1, 2023 and June 30, 2024

2024 – due between July 1, 2024 and June 30, 2025

2025 – due between July 1, 2025 and June 30, 2026

2026 – due between July 1, 2026 and June 30, 2027

2027 – due between July 1, 2027 and June 30, 2028

2028 and later – due on July 1, 2028 and thereafter

Total long-term debt

MAJOR CUSTOMER AND CONCENTRATION OF CREDIT RISK

to the Company’s largest customer were 89 % of total sales for the three months ended March 31, 2023.

receivable from the same customer were 95 % of total accounts receivable as of March 31, 2023.

to the Company’s largest customer were 94 % and 92 % of total sales for the three months ended June 30, 2023 and the six months ended

June 30, 2023, respectively.

Sales to the Company’s two largest customers were 91 % of total sales for the three and six months

ended June 30, 2022.

receivable from the same customer were 96 % of total accounts receivable and unbilled receivables as of June 30, 2023.

Accounts receivable

from the Company’s two largest customers were 93 % of total accounts receivable and unbilled receivables as of June 30, 2022.

COMMITMENTS AND CONTINGENCIES

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documents and the language of the policy.

Accordingly, as of March 31, 2023, no contingent liability has been recorded in the Company’s

Accordingly, as of June 30, 2023, no contingent liability has been recorded in the Company’s

consolidated statements of financial condition for this matter.

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in financial statements.

The Company has five

reportable segments that are based on the following

business units:

(i) Environmental Services, (ii) Biochar Products and Solutions, (iii) Stream Mitigation Banking, (iv) Environmental

Security Services, and (v) Cannabinoid Drug Development.

In accordance with the “Segment Reporting” Topic of the ASC, the

Company’s chief operating decision maker has been identified as the Chief Executive Officer, who reviews operating results to make

decisions about allocating resources and assessing performance for the entire Company.

Existing guidance, which is based on a management

approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide

disclosures about products and services, major customers and the countries in which the entity holds material assets and reports revenue.

All material operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities

The Company has five reportable segments that are based on the following business units:

(i) Environmental Services,

(ii) Biochar Products and Solutions, (iii) Stream Mitigation Banking, (iv) Environmental Security Services, and (v) Cannabinoid Drug

In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision maker

has been identified as the Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing

performance for the entire Company.

Existing guidance, which is based on a management approach to segment reporting, establishes requirements

to report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers

and the countries in which the entity holds material assets and reports revenue.

All material operating units qualify for aggregation

under “Segment Reporting” due to their similar customer base and similarities in:

economic characteristics;

nature of products and services;

nature of products

and services;

and procurement, manufacturing and distribution processes.

The five reportable segments that result from applying the aggregation

criteria are as follows:

Environmental

Services – land reclamation, water restoration and environmental consulting services

Products and Solutions - biochar product development and environmental solutions business

Mitigation Banking – mitigation banks to restore waterways and support economic development

Environmental

Security Services – security services on mines transitioning to next generation industries

Cannabinoid Drug Development – glycosylated cannabinoid drug development

The Company operated two reportable

business segments during the three months ended March 31, 2022, the Cannabinoid Drug Development and Environmental Services segments.

five reportable segments that result from applying the aggregation criteria are as follows:

Environmental Services

– land reclamation, water restoration and environmental consulting services

Biochar Products and Solutions

- biochar product development and environmental solutions business

Stream Mitigation Banking

– mitigation banks to restore waterways and support economic development

Environmental Security

Services – security services on mines transitioning to next generation industries

Cannabinoid Drug Development

– glycosylated cannabinoid drug development program

Company operated two reportable business segments during the three and six months ended June 30, 2022, the Cannabinoid Drug Development

and Environmental Services segments.

The other business segments began operating in 2023.

2 unchanged sentences

OF FINANCIAL INFORMATION OF REPORTABLE SEGMENT

For the three months ended March 31, 2023

Environmental Services

3 unchanged sentences

Drug Development

For the three months ended June 30, 2023

Environmental Services

Biochar Products and Solutions

Stream Mitigation Banking

Environmental Security Services

Drug Development

Cost of services

Net income (loss)

1 unchanged sentence

Capital expenditures for long-lived assets

For the three months ended March 31, 2022

Environmental Services

Biochar Products and Solutions

Stream Mitigation Banking

Environmental Security Services

Drug Development

$ ( 125,730 )

$ ( 301,527 )

$ ( 447,974 )

For the six months ended June 30, 2023

Environmental Services

Biochar Products and Solutions

Stream Mitigation Banking

Environmental Security Services

Drug Development

Cost of services

Net income (loss)

Interest expense

Capital expenditures for long-lived assets

SUBSEQUENT EVENTS

April 2023, the Company entered into securities purchase agreements providing for the issuance and sale of (i) 2,733,334

shares of the Company’s common stock (the “Shares”) at a price of $ 0.15

per share and (ii) warrants to purchase up to an additional 2,733,334

shares of the Company’s common stock, at a price of $ 0.60

per share (“Warrants”).

After deducting for fees and expenses, the aggregate net proceeds from the sale of the Shares and Warrants was

approximately $ 400,000 .

In May 2023, the Company issued options to purchase 300,000 shares of the

Company’s common stock to a consultant.

Environmental Services

Drug Development

For the three months ended June 30, 2022

Environmental Services

Drug Development

Cost of services

Capital expenditures for long-lived assets

Environmental Services

Drug Development

For the six months ended June 30, 2022

Environmental Services

Drug Development

Cost of services

Capital expenditures for long-lived assets

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