Accredited Solutions, Inc 10-Q for FY2023 Q2

Accredited Solutions, Inc. (ASII)

10-Q 2023-10-17 For: 2023-06-30

Added on April 06, 2026

About this 10-Q

Accredited Solutions, Inc filed this 10-Q on October 17, 2023, covering the quarter ended June 30, 2023 (FY2023 Q2).

Headline figures

Quarter ended June 30, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $222.36K; up 96.7% from $113.07K a year earlier
Net loss: $1.54M; compared with net income of $1.86M a year earlier

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Nevada		000-54509		45-2578051
(State of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Not applicable.	Not applicable.	Not applicable.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

Condensed Consolidated Balance Sheets as of June 30, 2023 (Unaudited) and December 31, 2022		3

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (Unaudited)		4

Condensed Consolidated Statement of Stockholders’ Deficit as of June 30, 2023 and 2022 (Unaudited)		5

Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 (Unaudited)		6

Notes to Condensed Consolidated Financial Statements (Unaudited)		7

	June 30, 2023			December 31, 2022
ASSETS
Current assets
Cash	$	11,545		$	1,418
Accounts receivable		38,014			51,224
Inventory		-			-
Prepaid expenses		314			2,422
Current assets held for sale		-			266,251
Total current assets		49,873			321,315

Other assets
Property, plant and equipment, net		69,958			86,446
Goodwill		302,215			302,215
Intellectual property		100,000			105,000
Total assets	$	522,046		$	814,976

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
Accounts payable	$	71,407		$	104,939
Advances from related parties		14,100			-
Accrued liabilities		939			3,751
Interest payable		489,426			455,825
Interest payable to related parties		143,688			133,494
Notes payable		29,100			29,100
Convertible notes, net of discounts		445,349			529,887
Convertible notes to related parties, net of discounts		374,102			395,000
Derivative liabilities		4,378,253			2,838,278
Current liabilities held for sale		-			200,149
Total current liabilities		5,946,364			4,690,423
Total liabilities		5,946,364			4,690,423

Stockholders' deficit
Preferred stock - Class A - 30,000,000 shares authorized, $0.001 par value, 14,000 shares issued and outstanding		14			14
Common stock - 750,000,000 shares authorized, $0.001 par value, 698,796,778 and 339,277,449 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively		678,797			339,277
Additional paid in capital		2,051,351			2,170,342
Accumulated deficit		(8,154,480	)		(6,385,080	)
Total stockholders' deficit		(5,424,318	)		(3,875,447	)
Total liabilities and stockholders' deficit	$	522,046		$	814,976

	For the Three Months Ended						For the Six Months Ended
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022
Net sales	$	222,363		$	113,070		$	378,601		$	113,070
Cost of sales		163,040			82,088			293,030			82,088
Gross profit		59,323			30,982			85,571			30,982

Operating expenses
General and administrative expenses		3,071			78,057			76,536			78,057
Depreciation and amortization expense		8,251			3,854			16,489			3,854
Total operating expenses		11,322			81,911			93,025			81,911
Operating income (loss)		48,001			(50,929	)		(7,454	)		(50,929	)

Other income (expense)
Interest income		-			-			-			-
Other income		-			-			-			-
Gain on write off of debt		-			-			-			-
Change in derivative liabilities		(1,507,718	)		2,788,386			(1,539,976	)		2,788,386
Interest expense		(46,855	)		(171,575	)		(95,195	)		(171,575	)
Loan fees		-			(9,810	)		-			(9,810	)
Loss on extinguishment of debt		(2,374	)		(700,919	)		(62,694	)		(700,919	)
Gain on investment in subsidiaries		133,170			-			133,170			-
Total other income (expense)		(1,423,777	)		1,906,082			(1,564,695	)		1,906,082
Net income (loss) from continuing operations		(1,375,776	)		1,855,153			(1,572,149	)		1,855,153
Net loss from discontinued operations		(162,173	)		(84	)		(197,251	)		(2,900	)
Net income (loss)	$	(1,537,949	)	$	1,855,069		$	(1,769,400	)	$	1,852,253

Net income (loss) per share from continuing operations - basic	$	(0.00	)	$	0.01		$	(0.00	)	$	0.02
Net income (loss) per share from discontinued operations - basic	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Net income (loss) per share from continuing operations - diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Net income (loss) per share from continuing operations - diluted	$	(0.00	)	$	0.01		$	(0.00	)	$	0.01

Weighted average number of common shares - basic		668,201,767			136,160,738			570,616,861			119,423,354
Weighted average number of common shares - diluted		668,201,767			287,170,106			570,616,861			270,432,722

	Preferred Stock				Common Stock						Additional Paid-in			Accumulated
	Shares		Amount		Shares			Amount			Capital			Deficit			Total
Balance, December 31, 2022		14,000	$	14		339,277,449		$	339,277		$	2,170,342		$	(6,385,080	)	$	(3,875,447	)
Issuance of common stock for conversion of note payable		-		-		262,469,031			262,469			(69,583	)		-			192,886
Issuance of common stock for services		-		-		20,000,000			20,000			(2,000	)		-			18,000
Net loss for the period		-		-		-			-			-			(231,451	)		(231,451	)
Balance, March 31, 2023		14,000		14		621,746,480			621,746			2,098,759			(6,616,531	)		(3,896,012	)
Issuance of common stock for conversion of note payable		-		-		62,050,298			62,051			(40,408	)		-			21,643
Cancellation of issuance of common stock for services		-		-		(20,000,000	)		(20,000	)		2,000			-			(18,000	)
Issuance of common stock for sponsorship agreement		-		-		15,000,000			15,000			(9,000	)		-			6,000
Net loss for the period		-		-		-			-			-			(1,537,949	)		(1,537,949	)
Balance, June 30, 2023		14,000	$	14		678,796,778		$	678,797		$	2,051,351		$	(8,154,480	)	$	(5,424,318	)

Purchase Price Allocation	Amount
Acquisition cost	$	643,000
Assets acquired
Cash and cash equivalents		38,635
Accounts receivable		41,611
Property and equipment		97,228
Trademark		100,000
Total assets acquired		277,474

Liabilities assumed
Accounts payable and accrued liabilities		77,998
Note payable		20,000
Total liabilities assumed		97,998
		463,524
Impairment of goodwill		161,309
Goodwill	$	302,215

	Six months ended
	June 30, 2023
Expected term	1.00 years
Expected average volatility		271.92	%
Expected dividend yield		-
Risk-free interest rate		5.40	%

Total				Level 1				Level 2				Level 3
$	4,378,253			$	-			$	-			$	4,378,253

	June 30, 2023		December 31, 2022
CURRENT ASSETS OF DISCONTINUED OPERATIONS:
Cash and cash equivalents	$	-	$	34,550
Inventories		-		91
Prepaid expenses		-		231,610
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS	$	-	$	266,251

CURRENT LIABILITIES OF DISCONTINUED OPERATIONS
Accounts payable and accrued liabilities	$	-	$	200,149
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS	$	-	$	200,149

	Three Months Ended
	June 30, 2023			June 30, 2022
Net sales	$	-		$	-
Cost of sales		1,774			-
Gross profit		(1,774	)		-

OPERATING EXPENSES OF DISCONTINUED OPERATIONS:
General and administrative		160,399			84
		160,399			84
OPERATING INCOME (LOSS) OF DISCONTINUED OPERATIONS		(162,173	)		(84	)

INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS		(162,173	)		(84	)
Provision for income taxes of discontinued operations		-			-
NET INCOME (LOSS) OF DISCONTINUED OPERATIONS	$	(162,173	)	$	(84	)

	·	The Company does not have a majority of independent directors;
	·	Lack of in-house personnel with the technical knowledge to identify and address some of the reporting issues surrounding certain complex or non-routine transactions. With material, complex and non-routine transactions, management has and will continue to seek guidance from third-party experts and/or consultants to gain a thorough understanding of these transactions;
	·	Insufficient personnel resources within the accounting function to segregate the duties over financial transaction processing and reporting; and
	·	Insufficient written policies and procedures over accounting transaction processing and period end financial disclosure and reporting processes.
	·	To remediate our internal control weaknesses, management intends to implement the following measures: as funding permits, the Company will add sufficient accounting personnel to properly segregate duties and to effect a timely, accurate preparation of the financial statements; the Company will hire staff technically proficient at applying U.S. GAAP to financial transactions and reporting; and upon the hiring of additional accounting personnel, the Company will develop and maintain adequate written accounting policies and procedures.

Exhibit		Description
31.1 *		Certification by the Principal Executive Officer
31.2 *		Certification by the Principal Accounting Officer
32.1 *		Certifications by the Principal Executive Officer
32.2 *		Certifications by the Principal Accounting Officer

101 INS **		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101 SCH **		Inline XBRL Taxonomy Extension Schema Document
101 CAL **		Inline XBRL Taxonomy Calculation Linkbase Document
101 DEF **		Inline XBRL Taxonomy Extension Definition Linkbase Document
101 LAB **		Inline XBRL Taxonomy Labels Linkbase Document
101 PRE **		Inline XBRL Taxonomy Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

	ACCREDITED SOLUTIONS, INC.

Date: October 17, 2023
		Rodney Sperry
		Chief Financial Officer

1.	I have reviewed this quarterly report on Form 10-Q of Accredited Solutions, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles;

	c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

	a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	(1)	the Quarterly Report on Form 10-Q of the Company for the period ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.