The following is management's discussion and analysis of certain significant factors that have affected our financial position and operating results during the periods included in the accompanying consolidated financial statements, as well as information relating to the plans of our current management. This report includes forward-looking statements. Generally, the words "believes," "anticipates," "may," "will," "should," "expect," "intend," "estimate," "continue," and similar expressions or the negative thereof or comparable terminology are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, including the matters set forth in this report or other reports or documents we file with the Securities and Exchange Commission from time to time, which could cause actual results or outcomes to differ materially from those projected. Undue reliance should not be placed on these forward-looking statements which speak only as of the date hereof. We undertake no obligation to update these forward-looking statements.

While our financial statements are presented on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time, our auditors have raised a substantial doubt about our ability to continue as a going concern.






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Results of Operations for the years ended September 30, 2022 and 2021:

The following tables set forth key components of our results of operations for the periods indicated:





                         2022             2021

Revenue              $      6,089     $     94,626
COGS                 $          -     $     41,872
Gross Profit         $      6,089     $     52,754

Operating Expenses   $  5,058,255     $  2,625,302

Operating Loss       $ (5,052,166 )   $ (2,572,548 )

Net Loss             $ (5,100,102 )   $ (2,593,537 )

Revenues of $6,089 for the year ended September 30, 2022, were from deferred revenue on subscription agreements being recognized. Revenues of $94,626 for the year ended September 30, 2021, consist of hardware imbedded with our proprietary software, integration consulting services, tech support and product maintenance billed to the customer.

For the year ended September 30, 2021 cost of revenues of $41,872 include the cost of hardware that were part of revenues for the year ended September 30, 2021.

Operating expenses were $5,058,255 and $2,625,302 for the years ended September 30, 2022, and 2021, respectively, as shown in the table below:





                                                     September 30,
                                                                                Increase
Description                                      2022            2021          (decrease)
Stock based expenses                          $ 2,178,973     $ 1,365,667     $    813,306
Professional fees                                 414,633         196,317          218,316
Consulting expenses (excluding stock
expenses)                                         627,657         173,735          453,922
Related party expenses (excluding stock
expenses)                                       1,005,757         492,579          513,178
Depreciation expense                               47,616          40,866            6,750
Equipment and demo expenses                       305,762          69,035          236,727
General and  Administrative officers               59,955         112,385          (52,430 )

Auto, Travel and Meals and Entertainment 229,343 71,904 157,439 Rent expense

                                       21,496          16,732            4,764
Transfer agent and filing fees                     48,445           5,968           42,477
Bad debt expense                                        -          20,040          (20,040 )
Other operating expenses                          118,618          60,074           58,544
Total Operating expenses                      $ 5,058,255     $ 2,625,302     $  2,432,953




The following tables set forth key components of our balance sheet as of
September 30, 2022 and 2021.



                                               2022           2021

Current Assets                               $ 788,019     $ 1,102,449

Property and Equipment                       $ 122,990     $   170,605

Total Assets                                 $ 911,009     $ 1,273,054

Current Liabilities                          $ 449,217     $   406,810

Total Liabilities                            $ 449,217     $   406,810

Stockholders' Equity                         $ 461,792     $   866,244

Total Liabilities and Stockholders' Equity $ 911,009 $ 1,273,054







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Liquidity and Capital Resources

As of September 30, 2022, we had limited operating capital. Our current capital and our other existing resources will not be sufficient to provide the working capital needed for our current business Additional capital will be required to meet our obligations, and to further expand our business. We may be unable to obtain the additional capital required. Our inability to generate capital or raise additional funds when required will have a negative impact on our business development and financial results. These conditions raise substantial doubt about our ability to continue as a going concern as well as our recurring losses from operations and the need to raise additional capital to fund operations. This "going concern" could impair our ability to finance our operations through the sale of debt or equity securities.

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of September 30, 2022, the Company had an accumulated deficit of $27,875,007 and has also generated losses since inception. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern.

For the year ended September 30, 2022, we primarily funded our business operations with $2,963,500 of proceeds received pursuant to the sale of 59,270,000 shares of Series F Preferred Stock at $.05 per share.

As of September 30, 2022, we had cash of $755,122 as compared to $173,196 at September 30, 2021. As of September 30, 2022, we had current assets of $788,019 and current liabilities of $449,217, which resulted in working capital of $338,802. The current liabilities are comprised of accounts payable, accrued expenses, dividends payable and stock to be issued.

In December 2019, a novel strain of coronavirus (COVID-19) emerged. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. The ultimate impact of the COVID-19 pandemic on the Company's operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but it may have a material adverse impact on our business, financial condition and results of operations. Management expects that its business will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company's business and the duration for which it may have an impact cannot be determined at this time.





Operating Activities


For the year ended September 30, 2022, net cash used in operating activities was $2,381,574 compared to $1,313,536 for the year ended September 30, 2021. For the year ended September 30, 2022, our net cash used in operating activities was primarily attributable to the net loss of $5,100,102, adjusted by stock-based compensation of $2,178,973 and depreciation of $47,615. Net changes of $491,940 in operating assets and liabilities decreased the cash used in operating activities.

For the year ended September 30, 2021, our net cash used in operating activities was primarily attributable to the net loss of $2,593,537, adjusted by stock-based compensation of $1,365,667 and depreciation of $40,866. Net changes of $126,532 in operating assets and liabilities increased the cash used in operating activities.





Investing Activities



There was no investment activity for the year ended September 30, 2022. For the year ended September 30, 2021, the net cash used in investing activities was $68,414. The expenditures were for the purchases of office furniture and equipment, including the purchase of and customization of a vehicle.






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Financing Activities


For the year ended September 30, 2022, net cash provided by financing activities was $2,963,500, compared to $707,500 for the year ended September 30, 2021. during the year ended September 30, 2022, we received $2,963,500 pursuant to the sale of 59,270,000 shares of Series F Preferred Stock at $.05 per share. During the year ended September 30, 2021, we received $682,500 of proceeds received pursuant to the sale of 13,650,000 shares of Series E Preferred Stock at $0.05 per share and $25,000 from the sale of 1,000,000 shares of common stock at $0.025 per share.





Critical Accounting Policies



Our significant accounting policies are summarized in Note 4 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause an effect on our results of operations, financial position or liquidity for the periods presented in this report.





Property and Equipment


Property and equipment are stated at cost, and depreciation is provided by use of a straight-line method over the estimated useful lives of the assets.

The Company reviews property and equipment for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of assets may not be recoverable. The estimated useful lives of property and equipment is as follows:

Vehicles and equipment 5 years



Software 3 years



Revenue Recognition


Effective January 1, 2018, the Company adopted ASC 606 - Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products by: (1) identify the contract (if any) with a customer; (2) identify the performance obligations in the contract (if any); (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract (if any); and (5) recognize revenue when each performance obligation is satisfied. Under ASC 606, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. Other than The Company has no outstanding contracts with any of its' customers. The Company recognizes revenue when title, ownership, and risk of loss pass to the customer, all of which occurs upon shipment or delivery of the product and is based on the applicable shipping terms.





Stock-Based Compensation


The Company accounts for its stock based compensation under the recognition and measurement principles of the fair value recognition provisions of Statement of Financial Accounting Standards No. 123 (revised 2004) "Share-Based Payment" ("SFAS No. 123R")(ASC 718) using the modified prospective method for transactions in which the Company obtains employee services in share-based payment transactions and the Financial Accounting Standards Board Emerging Issues Task Force Issue No. 96-18 "Accounting For Equity Instruments That Are Issued To Other Than Employees For Acquiring, Or In Conjunction With Selling Goods Or Services" ("EITF No. 96-18") for share-based payment transactions with parties other than employees provided in SFAS No. 123(R) (ASC 718). All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the earlier of the date on which the third-party performance is complete or the date on which it is probable that performance will occur.






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Earnings (Loss) Per Share


The Company computes net loss per share in accordance with FASB ASC 260, "Earnings per Share." ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible notes and stock warrants, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options, warrants and conversion of convertible notes. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Off Balance Sheet Arrangements

We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

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