You should read the following discussion and analysis of our financial condition
and results of operations together with our financial statements and related
notes appearing in this Quarterly Report. Some of the information contained in
this discussion and analysis or set forth elsewhere in this Quarterly Report,
including information with respect to our plans and strategy for our business,
includes forward-looking statements that involve risks and uncertainties. As a
result of many factors, our actual results could differ materially from the
results described in or implied by the forward-looking statements contained in
the following discussion and analysis. Forward-looking statements represent our
management's beliefs and assumptions only as of the date of this Quarterly
Report. We undertake no obligation to update such statements to reflect events
that occur or circumstances that exist after the date on which they are made,
except as required by applicable law.



The management's discussion and analysis of our financial condition and results
of operations are based upon our unaudited financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America ("GAAP").



Overview



The Company owns and operates a portfolio of companies with a concentration in
the industrial and recreational diving industry. The Company, through its
subsidiaries, designs, tests, manufactures, and distributes recreational hookah
diving, yacht-based scuba air compressors and nitrox generation systems and
scuba and water safety products in the United States and internationally.



The Company has five subsidiaries focused on various sub-sectors:





  ? Brownie's Third Lung - Surface Supplied Air ("SSA")
  ? BLU3, Inc. - Ultra-Portable Tankless Dive Systems
  ? LW Americas - High Pressure Gas Systems
  ? Submersible Systems, Inc. - Redundant Air Tank Systems
  ? Live Blue, Inc. - Guided Tours and Retail



Our wholly owned subsidiaries do business under their respective trade names on both a wholesale and retail basis from our headquarters and manufacturing facility in Pompano Beach, Florida, a manufacturing facility in Huntington Beach, California, and a retail facility in Lauderdale-By-The-Sea, Florida.





The Company, through its wholly owned subsidiaries, designs, tests, and
manufactures tankless dive systems, rescue air systems and yacht-based
self-contained underwater breathing apparatus ("SCUBA") air compressor and
nitrox generation fill systems and acts as the exclusive distributor for North
and South America for Lenhardt & Wagner GmbH ("L&W") compressors in the
high-pressure breathing air and industrial gas markets. The Company is also
building a guided tour operation that also include dive retail. Lastly, The
Company is the exclusive United States and Caribbean distributor for Chrysalis
Trading CC, a South African manufacturer of fitness and dive equipment, doing
business as Bright Weights ("Bright Weights"), of a dive ballast system produced
in South Africa.



Impact of COVID-19 Pandemic



The Company has previously been affected by temporary manufacturing closures and
employment and compensation adjustments. The market continues to suffer from the
impacts of the pandemic via supply chain shortages and freight delays. The
continued freight delays have and will likely continue to result in additional
expenses to expedite delivery of critical parts. Additionally, increased demand
for personal electronics has created a shortfall of microchip supply which are
used in our battery powered products, and it is yet unknown how we may be
impacted.



We continue to monitor macroeconomic conditions to remain flexible and to optimize and evolve our business as appropriate, and we will have to accurately project demand and infrastructure requirements globally and deploy our production, workforce and other resources accordingly.





Results of Operations


Net Revenues, Costs of Net Revenues and Gross Profit

Three Months Ended June 30, 2022 Compared to Three Months Ended June 30, 2021





Net revenues increased 37.2% for the three months ended June 30, 2022 as
compared to the three months ended June 30, 2021 as a result of a 67.4% increase
in revenue for BLU3, Inc. from the continued expansion of its customer base as
well as the addition of NOMAD to its product line, an increase in LWA's revenues
of 30.2% as a result of the expansion of its customer base and the addition of
both SSI and LBI revenue which did not exist in 2021. For the three months ended
June 30, 2022, cost of net revenues was 64.1% as compared with the cost of
revenues of 65.1% for the three months ended June 30, 2021. Included in cost of
net revenues are royalty expenses paid to Robert Carmichael which decreased
36.4%% for the three months ended June 30, 2022 as compared to the three months
ended June 30, 2021. Gross profit margin was 35.9% for the three months ended
June 30, 2022 as compared to gross profit margin of 34.9% for the three months
ended June 30, 2021. The slight improvement in gross margin, of 1.0% as it
relates to revenue is a result of the production of more finished products,
reducing direct labor cost per unit, primarily in LWA and the addition of LBI
with margins of 71.9% for the three months ended June 30, 2022.



27





Six Months Ended June 30, 2022 Compared to Six Months Ended June 30, 2021





Net revenues increased 64.3% for the six months ended June 30, 2022 as compared
to the six months ended June 30, 2021. This increase is a result of a 94.5%
increase in revenue for BLU3, Inc. from the continued expansion of its customer
base as well as the addition of NOMAD to its product line, an increase in LWA's
revenues of 52.9% as a result of the expansion of its customer base and the
addition of SSI and LBI revenue which did not exist in 2021. These revenue
increases were countered by a decrease of 4.5% in revenue for BTL. For the six
months ended June 30, 2022, cost of net revenues was 64.8% as compared with the
cost of revenues of 65.9% for the six months ended June 30, 2021. Included in
cost of net revenues are royalty expenses paid to a third party which increased
71.6% for the six months ended June 30, 2022 as compared to the six months ended
June 30, 2021. Gross profit margin was 35.2% for the six months ended June 30,
2022 as compared to gross profit margin of 34.1% for the six months ended June
30, 2021. The slight improvement in gross margin, of 1.1% revenue is a result of
a 1.8% margin increase in the BLU3 product line and the addition of LBI with
margins of 71.9% for the six months ended June 30, 2022.



The following tables provides net revenues, total costs of net revenues and gross profit margins for our segments for the periods presented.





Net Revenues



                                           Three Months Ended                            Six Months Ended
                                                June 30,                % of                 June 30,                % of
                                          2022            2021         Change          2022            2021         Change
                                               (unaudited)                                  (unaudited)
Legacy SSA Products                    $   797,022     $   976,973

(18.4 )% $ 1,378,131 $ 1,443,016 (4.5 )% High Pressure Gas Systems

                  270,193         207,565        

30.2 % 547,010 357,693 52.9 % Ultra-Portable Tankless Dive Systems 884,271 528,380 67.4 % 1,678,858 862,978 94.5 % Redundant Air Tank Systems

                 399,479               -       100.0 %        721,935               -       100.0 %
Guided Tour Retail                          50,274               -       100.0 %         50,274               -       100.0 %
Total net revenues                     $ 2,401,238     $ 1,712,918        37.2 %    $ 4,376,207     $ 1,955,317        64.3 %



Cost of revenues as a percentage of net revenues





                                         Three Months Ended          Six Months Ended
                                              June 30,                   June 30,
                                         2022           2021         2022          2021
                                             (unaudited)                (unaudited)
Legacy SSA Products                         70.1 %        68.4 %        74.0 %      71.9 %
High Pressure Gas Systems                   51.9 %        54.7 %        55.0 %      54.4 %
Ultra-Portable Tankless Dive Systems        64.5 %        63.2 %        58.8 %      60.6 %
Redundant Air Tank Systems                  64.0 %           -          71.4 %         -
Guided Tour Rental                          28.1 %           -          28.1 %         -




Gross profit (loss) margins



                                         Three Months Ended          Six Months Ended
                                              June 30,                   June 30,
                                         2022           2021         2022          2021
                                             (unaudited)                (unaudited)
Legacy SSA Products                         31.6 %        31.6 %        26.0 %      28.1 %
High Pressure Gas Systems                   45.3 %        45.3 %        45.0 %      45.6 %
Ultra-Portable Tankless Dive Systems        36.8 %        36.8 %        41.2 %      39.4 %
Redundant Air Tank Systems                  36.0 %           -          28.7 %         -
Guided Tour Rental                          71.9 %           -          71.9 %         -




28






SSA Products segment



Net revenue in this segment decreased 4.1% for the six months ended June 30,
2022 as compared to the six months ended June 30, 2021. The decrease can be
primarily attributed to a 5.4% decrease in the dealer segment for the six months
ended June 30, 2022 as compared to the same period in 2021. The decrease in
dealer orders can be attributed to the 23.2% drop for the three months ended
June 30, 2022 as compared the same period in 2021. Many dealers increased
purchases to prepare for the summer season during the first quarter of 2022, and
held back with restocking orders as we believe there may be some trepidation
regarding the economy. Affiliate sales, while down for the three months ending
June 30, 2022 as compared to the three months ended June 30, 2021 remain 32.2%
over the six month results at June 30, 2022. Direct to consumer sales have also
decreased for the six months ending June 30, 2022 as compared to the same period
in 2021 we believe due to concerns over the economy.



Our costs of revenues as a percentage of net revenues in this segment increased
from 71.9% to 74.0% for the six months ended June 30, 2022 compared to the six
months ended June 30, 2021 due to the negative margin for the affiliate sales
channel.



A breakdown of the revenue channels for this segment are below. Direct to
Consumer represent items sold via our website, trade shows and walk-ins to our
factory store. Dealer revenue represents sales to customers that we have dealer
agreements that typically operate with the lowers margin. Affiliates are
resellers of our products that are not in a formal dealer arrangement.



                                                                       Cost of Sales as a % of
                                    Net Revenue                              Net Revenue                      Margin
                        Three           Three                          Three            Three          Three          Three
                       Months          Months                          Months           Months        Months          Months
                        Ended           Ended                          Ended            Ended          Ended          Ended
                      June 30,        June 30,                        June 30,         June 30,      June 30,        June 30,
                        2022            2021          % change          2022             2021          2022            2021
Dealers              $   510,902     $   664,928          (23.2 )%         73.4 %           77.7 %        26.6 %          22.3 %
Direct to Consumer
(website included)       258,899         273,430           (5.3 )%        

57.7 %           45.1 %        42.3 %          54.9 %
Affiliates                27,221          38,615          (29.5 )%        156.9 %           74.3 %       (56.9 )%         25.7 %
Total                $   797,022     $   976,973          (18.4 )%         71.1 %           68.4 %        28.9 %          31.6 %




                                                                        Cost of Sales as a % of
                                     Net Revenue                              Net Revenue                      Margin
                                                                          Six                            Six
                      Six months       Six months                       months         Six months      months        Six months
                        ended            ended                           ended           ended          ended          ended
                       June 30,         June 30,                       June 30,         June 30,      June 30,        June 30,
                         2022             2021          % change         2022             2021          2022            2021
Dealers              $    868,755     $    918,467           (5.4 )%        78.2 %           78.7 %        21.8 %          21.3 %
Direct to Consumer
(website included)        461,534          484,102           (4.7 )%       

63.3 %           58.9 %        36.7 %          41.1 %
Affiliates                 47,842           40,447           18.3 %        120.8 %           74.5 %       (20.8 )%         25.5 %
Total                $  1,378,131     $  1,443,016           (4.5 )%        74.0 %           71.9 %        26.0 %          28.1 %




29





High Pressure Gas Systems segment


Sales of high-pressure breathing air compressors increased 52.9% in the six
months ended June 30, 2022 compared with the six months ended June 30, 2021 as
LWA was able to continue to supply its customers with their needs despite
industry supply chain issues. The reseller segment while decreasing 9.4% for the
three months ended June 30, 2022 as compared to the same period in the prior
year, showed an overall increase of 25.9% for the six months ended June 30, 2022
with increased orders through distribution customers in the US, South America,
and the Caribbean. The Original Equipment Manufacturer segment continued to show
growth with an increase of 205% for the six months ended June 30, 2022 as
compared to the six months ended June 30, 2021 due to several orders shipped
internationally to boat manufacturers. The direct to consumer segment, which
includes yacht owners and direct to dive stores, increased 199.0% for the three
months ended June 30, 2022 compared to the three months ended June 30, 2021 and
increased 49.2% for the six months ended June 30, 2022 as compared to June

30,
2021.



Costs of revenues as a percentage of net revenues in this segment showed a
slight increase to 55.0% for the six months ended June 30, 2022 as compared to
54.4% for the six months ended June 30, 2021. This increase can be attributed to
increased cost of transportation from suppliers and to customers during the six
months ended June 30, 2022.



                                                                       Cost of Sales as a % of
                                    Net Revenue                              Net Revenue                      Margin
                        Three           Three                          Three            Three          Three          Three
                       months          months                          months           months         months         months
                        ended           ended                          ended            ended          ended          ended
                      June 30,        June 30,                        June 30,         June 30,       June 30,       June 30,
                        2022            2021          % change          2022             2021           2022           2021
Resellers            $   109,767     $   121,118           (9.4 )%         48.6 %           53.0 %         51.4 %         47.0 %
Direct to
Consumers                130,816          43,749          199.0 %          57.7 %           68.2 %         42.3 %         31.8 %
Original Equipment
Manufacturers             29,610          42,698           30.7 %          38.8 %           45.6 %         61.2 %         54.4 %
Total                $   270,193     $   207,565           30.2 %          51.9 %           54.7 %         48.1 %         45.3 %




                                                                    Cost of Sales as a % of
                                   Net Revenue                            Net Revenue                      Margin
                     Six months     Six months                    Six months       Six months     Six months     Six months
                       ended          ended                         ended            ended          ended          ended
                      June 30,       June 30,                      June 30,         June 30,       June 30,       June 30,
                        2022           2021         % change         2022             2021           2022           2021

Resellers            $  239,540     $  190,191           25.9 %         51.7 %           57.3 %         48.3 %         42.7 %
Direct to
Consumers               195,245        130,819           49.2 %         58.4 %           51.7 %         41.6 %         48.3 %
Original Equipment
Manufacturers           112,225         36,683          205.9 %         57.1 %           46.1 %         42.9 %         53.9 %
Total                $  547,010     $  357,693           52.9 %         55.0 %           54.4 %         45.0 %         45.6 %




30





Ultra Portable Tankless Dive Systems





Net revenue for the six months ended June 30, 2022 in the Ultra Portable
Tankless Dive System segment showed growth of 94.5% as compared to the six
months ended June 30, 2021. The growth in all segments for the three and six
months ended June 30, 2022 can be attributed to the addition of the Nomad
product line into those sales channels. The growth of 162.2% in the Dealer
channel represents the continued expansion of the international dealer base. The
growth in this segment of 156.8% for the three months ended June 30, 2022
represents sales to new dealers and seasonal buy-in as dealers prepared for

the
summer season.



Cost of revenues from this segment as a percentage of net revenues for the three
and six months ended June 30, 2022 showed improvement over both the three and
six months ended June 30, 2021, primarily due to the impact of the cost and
production efficiencies of the Nomad dive system and the resulting increase in
margin as a percentage of revenue for the same periods in 2022 as compared to
2021.



                                                                      Cost of Sales as a % of
                                    Net Revenue                             Net Revenue                      Margin
                        Three           Three                         Three            Three          Three          Three
                       months          months                         months           months         months         months
                        ended           ended                         ended            ended          ended          ended
                      June 30,        June 30,                       June 30,         June 30,       June 30,       June 30,
                        2022            2021          % change         2022             2021           2022           2021
Direct to Consumer       220,950         188,466           17.2 %         67.9 %           53.9 %         32.1 %         46.1 %
Amazon                   274,444         188,467           45.6 %         53.0 %          61.90           47.0 %         38.1 %
Dealers                  388,877         151,447          156.8 %         70.6 %           76.4 %         29.4 %         23.6 %
Total                $   884,271     $   528,380           67.4 %         52.5 %           63.2 %         47.5 %         36.8 %




                                                                      Cost of Sales as a % of
                                    Net Revenue                             Net Revenue                      Margin
                      Six months      Six months                    Six months       Six months     Six months     Six months
                        ended           ended                         ended            ended          ended          ended
                       June 30,        June 30,                      June 30,         June 30,       June 30,       June 30,
                         2022            2021         % change         2022             2021           2022           2021
Direct to Consumer   $    539,955     $  340,665           58.5 %         55.2 %           52.2 %         44.8 %         47.8 %
Amazon                    449,120        259,265           73.2 %         54.5 %           61.8 %         45.5 %         38.2 %
Dealers                   689,783        263,048          162.2 %         64.4 %           70.1 %         35.6 %         29.9 %
Total                $  1,678,858     $  862,978           94.5 %         58.8 %           60.6 %         41.2 %         39.4 %




31






Redundant Air Tank Systems



Net revenue for the six months ended June 30, 2022 in the Redundant Air Tank
Systems System segment was $721,935 and $399,479 for the three months ended June
30, 2022. The margins for the three months ended June 30 ,2022 showed
improvement at 36.0% as compared to 28.7% for the six months ended June 30, 2022
as the margin for dealer sales improved during the three months ended June 30,
2022 to 31.2% as compared to 22% for the six months ended June 30, 2022. Outside
of the margin for repairs, dealer margins continue to be the lowest margin
segment as SSI must price goods in order for dealers to also generate profits.
SSI has a worldwide customer base that includes (1) commercial accounts with
aircraft requiring redundant air systems for their pilots and passengers, such
as helicopters flying to oil rigs located in bodies of water (2) government
accounts that are typically domestic and international military customers with
egress systems (3) dealer accounts that are resellers including, international
distributors to the military, commercial account or dive shops, and domestic and
international dive shops that carry a spare air product (4) direct to consumer
sales which are online sales and sales via trade shows direct to consumer and
(5) Company provided repairs and warranty repairs to all segments.



                                                                         Cost of Sales as a % of
                                     Net Revenue                               Net Revenue                           Margin

                        Three                                          Three                                Three
                       months        Three months                      months           Three months        months        Three months
                        ended            ended                         ended                ended           ended             ended
                      June 30,         June 30,                       June 30,            June 30,         June 30,         June 30,
                        2022             2021          % change         2022                2021             2022             2021
Commercial           $    46,550                 -           N/A           43.8 %                   -           56.2 %                -
Dealers                  250,223                 -           N/A           68.8 %                   -           31.2 %                -
Government                38,711                 -           N/A           37.5 %                   -           62.5 %                -
Repairs                   11,047                 -           N/A          221.6 %                   -         (121.6 )%
Direct to
Consumers
(Website)                 52,948                 -           N/A           45.8 %                   -           54.2 %                -
Total                $   399,479                 -           N/A           64.0 %                   -           36.0 %                -




                                                                              Cost of Sales as a % of
                                      Net Revenue                                   Net Revenue                               Margin
                     Six months                                         Six months                               Six months
                       ended        Six months ended                      ended            Six months ended        ended         Six months ended
                      June 30,          June 30,                         June 30,              June 30,           June 30,           June 30,
                        2022              2021            % change         2022                  2021               2022               2021
Commercial           $  103,156                     -           N/A           43.6 %                       -           56.4 %                    -
Dealers                 462,342                     -           N/A           78.0 %                       -           22.0 %                    -
Government               52,712                     -           N/A           36.8 %                       -           63.2 %                    -
Repairs                  18,858                     -           N/A          236.1 %                                -(136.1 )%
Direct to
Consumers
(Website)                84,867                     -           N/A           53.9 %                       -           46.1 %                    -
Total                $  721,935                     -           N/A           71.3 %                       -           28.7 %                    -




32






Guided Tours and Retail



The guided tour and retail segment is a new segment and is derived from LBI.
Revenue in this segment currently primarily includes retail sales, and tours and
lessons. Retail sales represent the sales of product at the retail facility,
while tours and lessons represent revenue derived from diving excursions and
lessons.



                                                                      Cost of Sales as a % of
                                    Net Revenue                             Net Revenue                         Margin
                       Three                                          Three              Three         Three
                       months       Three months                      months            months         months       Three months
                       ended            ended                         ended              ended         ended            ended
                      June 30,        June 30,                       June 30,          June 30,       June 30,        June 30,
                        2022            2021          % change         2022              2021           2022            2021

Retail Sales         $   34,549                 -           N/A            8.9 %               -           91.1 %               -
Tours and Lessons        15,725                 -           N/A           70.4 %               -           29.6 %               -
Total                $   50,274                 -           N/A           28.1 %               -           71.9 %               -




                                                                          Cost of Sales as a % of
                                      Net Revenue                               Net Revenue                           Margin
                                                                                              Six
                     Six months                                         Six months          months       Six months
                       ended        Six months ended                      ended              ended         ended        Six months ended
                      June 30,          June 30,                         June 30,          June 30,       June 30,          June 30,
                        2022              2021            % change         2022              2021           2022              2021
Retail Sales         $   34,549                     -           N/A            8.9 %               -           91.1 %                   -

Tours and Lessons        15,725                     -           N/A        

  70.4 %               -           29.6 %                   -
Total                $   50,274                     -           N/A           28.1 %               -           71.9 %                   -




33






Operating Expenses



Operating expenses, consist of selling, general and administrative ("SG&A")
expenses and research and development costs and are reported on a consolidated
basis for our operating segments. Operating expenses increased 38.3% for the
three months ended June 30, 2022 and 42.1% for the six months ended June 30,
2022 as compared to the same periods in the prior year.



Selling, General & Administrative Expenses (SG&A Expenses)


SG&A increased by 41.4% for the three months ended June 30, 2022 and 45.5% for
the six months ending June 30, 2022 as compared to the same periods in the prior
year. SG&A expenses were comprised of the following:



                                       Three Months      Three Months                      Six Months        Six Months
                                      Ended June 30,      Ended June                       Ended June        Ended June
           Expense Item                    2022            30, 2021       

% Change 30, 2022 30, 2021 % Change Payroll, Selling & Administrative $ 544,709 $ 236,062

130.7 % $ 940,485 $ 461,529 103.8 % Non-Cash Stock Compensation Expense 290,706 266,370


     9.1 %          520,740           498,875            4.4 %
Professional Fees                             98,619          116,576          (15.4 )%         225,031           178,015           26.4 %
Advertising                                  101,129           47,615          112.4 %          257,573           113,841          126.3 %
All Others                                   142,438          156,984           (9.3 )%         339,511           308,382           10.1 %
Total SG&A                            $    1,177,601     $    823,607           43.0 %    $   2,283,340     $   1,560,642           46.3 %




Payroll increases for the three months ended March 31, 2022 can be attributed
primarily to the addition of SSI payroll which accounted for 51% of the increase
with the remaining 49% attributable to increases in personnel at BLU3 to manage
increasing revenue and production, as well as slight increases in wages and
staffing in the other divisions.



Non-Cash Stock compensation expenses increased 4.4% for the six months ended
June 30, 2022 as compared to the six months ended June 30, 2021. The increase
can be attributed to options granted to employees under the Company's Equity
Incentive Plan, and the vesting of the Company's Chief Executive Officer's
incentive option. The increase of 9.1% for the three months ended June 30, 2022
as compared to the three months ended June 30, 2021 is related to the same

option vesting.



34






Professional fees, including legal and other professional fees which the Company
has paid with a combination of cash and common stock increased 26.4% in the six
months ended June 30, 2022 as compared to the six months ended June 30, 2021.
The increase can be attributed to an increase in accounting fees related to the
year-end audit. For the three months ended June 30, 2022 professional fees
decreased 15.4% as compared to the prior year, as a consultant was added to
payroll in 2022.



The increase in advertising expense for the six months ended June 30, 2022 as
compared to the six months ended June 30, 2021 is attributable to BLU3's focus
on social media, Amazon and trade show advertising.



Research & Development Expenses (R&D Expenses)





R&D expenses for the three months ended June 30, 2022 decreased 79.5% and 80.5%
for the six months ended June 30, 2022 as compared to the same periods in the
prior year. The decrease can be primarily attributed to the completion of the
R&D for BLU3's NOMAD, as it moved into production in the third quarter of 2021.



Other Income/Expense



For the six months ended June 30, 2022, other expenses totaled approximately
$19,700 of interest expense as compared to other income of approximately
$164,000 for the six months ended June 30, 2021. Other income for the six months
ended June 30, 2021 consisted of a gain due to the settlement of debt of
$10,000, the forgiveness of a PPP loan less interest expense of approximately
$5,600. The increase in interest expense can be attributed to the Navitas loan
that was funded in the second quarter of 2021, and the interest on the debt
related to the acquisition of SSI.



Liquidity and Capital Resources

We had cash of $574,567 as of June 30, 2022. The following table summarizes total current assets, total current liabilities and working capital at June 30, 2022 as compared to December 31, 2021.





                              June 30,        December 31,         %
                                2022              2021          change
                            (unaudited)
Total current assets        $  3,783,509     $    2,966,432        11.2 %
Total current liabilities   $  1,991,200     $    1,396,197        14.2 %
Working capital             $  1,792,309     $    1,570,235         8.4 %




The increase in our current assets at June 30, 2022 from December 31, 2021
primarily reflects an increase from the assets of SSI as well as the increases
in inventory purchases reflected by an increase in inventory and prepaid assets
which includes prepayments of inventory, as the Company has experienced revenue
growth and ramped up purchasing and production for the summer season. The
increase in total current liabilities primarily reflects the additional SSI
liabilities as well as a significant increase in customer deposits, particularly
customer deposits with LWA.



Summary Cash Flows



                                                Six Months Ended
                                                    June 30,
                                               2022           2021
                                                   (unaudited)

Net cash used by operating activities $ (275,257 ) $ (396,838 ) Net cash used in investing activities $ (31,946 ) $ (14,941 ) Net cash provided by financing activities $ 238,627 $ 227,904






Net cash used in operating activities for the six months ended June 30, 2022 was
due to the net loss of approximately $772,754 which is primarily attributable to
non-cash stock compensation expenses of approximately $579,300. The non-cash
stock compensation expense for the six months ended June 30, 2022 is
attributable to stock options and grants issued to our executive officers and
various employees as well as common stock issued to consultants and
professionals for services. Net cash used in operating activities is also the
result of increases in current assets, including, accounts receivable,
inventory, net, and prepaid expenses that utilized approximately $797,000,
offset by increases in current liabilities including accounts payable, other
liabilities, and customer deposits, which totaled approximately $501,700.



35






Net cash used in investing activities for the six months ended June 30, 2022 of
approximately $31,946 consists of $30,000 used in an asset acquisition and a
small fixed asset purchase of approximately $1,900.



Net cash provided by financing activities for the six months ended June 30, 2022
reflects proceeds from the exercise of warrants of approximately $265,000 less
the repayment of debt of approximately $26,400.



Going Concern



Our unaudited consolidated financial statements included in this Quarterly
Report were prepared assuming we will continue as a going concern, which
contemplates realization of assets and the satisfaction of liabilities in the
normal course of business for the twelve-month period following the date of
issuance of these consolidated financial statements. The report of our
independent registered public accounting firm on our audited consolidated
financial statements for the year ended December 31, 2021 includes an
explanatory paragraph stating the Company has net losses and an accumulated
deficit which raises substantial doubt about its ability to continue as a going
concern.



We have a history of losses, and an accumulated deficit of $15,317,359 as of
June 30, 2022. Despite a working capital surplus of $1,792,309 at June 30, 2022,
the continued losses and cash used in operations raise substantial doubt as to
the Company's ability to continue as a going concern. The Company's ability to
continue as a going concern is dependent upon the Company's ability to continue
to increase revenues, control expenses, raise capital, and continue to sustain
adequate working capital to finance its operations. The failure to achieve the
necessary levels of profitability and cash flows would be detrimental to the
Company. We are continuing to engage in discussions with potential sources for
additional capital, however, our ability to raise capital is somewhat limited
based upon our revenue levels, net losses and limited market for our common
stock. If we fail to raise additional funds when needed, or if we do not have
sufficient cash flows from operations, we may be required to scale back or

cease
certain of our operations.



Critical Accounting Policies



The preparation of condensed consolidated financial statements in conformity
with GAAP requires management to make estimates and assumptions that affect the
reported amount of assets and liabilities, the disclosure of contingent assets
and liabilities and the reported amounts of revenue and expenses during the
reported periods. The more critical accounting estimates include estimates
related to revenue recognition, valuation of inventory, allowance for doubtful
accounts, and equity-based transactions. We also have other key accounting
policies, which involve the use of estimates, judgments and assumptions that are
significant to understanding our results, which are described in Note 2 to our
unaudited consolidated financial statements contained in this Quarterly Report.



Recent Accounting Pronouncements

There were various accounting standards and interpretations issued recently, none of which are expected to have a material effect on the Company's operations, financial position or cash flows.

These recent accounting pronouncements are described in Note 2 to our unaudited consolidated financial statements contained in this Quarterly Report.

Off Balance Sheet Arrangements

We currently have no off-balance sheet arrangements.

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