Bioregenx, Inc 10-K, filed Apr 13, 2022

About this 10-K

Bioregenx, Inc. (BRGX)

10-K 2022-04-13 For: 2021-12-31

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Added on April 06, 2026

(State or Other Jurisdiction

(I.R.S. Employer

of Incorporation or Organization)

Identification No.)

Bioregenx, Inc filed this 10-K on April 13, 2022, covering the fiscal year ended December 31, 2021.

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5051 Peachtree Corners Circle, #200, Peachtree Corners, GA	30092
(Address of principal executive offices)		(Zip Code)

Large accelerated filer o		Accelerated filer		o
	Non-accelerated filer o		Smaller Reporting Company		þ
(Do not check if a smaller reporting company) Emerging growth company o

		Page
	PART I

ITEM 1	Description of Business

ITEM 1A.	Risk Factors

ITEM 2.	Properties

ITEM 3.	Legal Proceedings

ITEM 4.	Mine Safety Disclosures

	PART II

ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

ITEM 6.	[Reserved]

ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations

ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk

ITEM 8.	Financial Statements and Supplementary Data

ITEM 9.	Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

ITEM 9A.	Controls and Procedures

ITEM 9B.	Other Information

ITEM 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

	PART III

ITEM 10.	Directors, Executive Officers, and Corporate Governance

ITEM 11.	Executive Compensation

ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

ITEM 13.	Certain Relationships and Related Transactions, and Director Independence

ITEM 14.	Principal Accountant Fees and Services

ITEM 15.	Exhibits and Financial Statement Schedules

	Signatures

	•		the usefulness, ease of use, performance, and reliability of our products compared to our competitors;
	•		the size and composition of our user base;
	•		the engagement of our users with our products;
	•		the timing and market acceptance of our products and our tools;
	•		our ability to monetize our products, including our ability to successfully monetize app usage;

(Mark one)

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Year ended December 31, 2021	High		Low
First Quarter	$	0.15	$	0.09
Second Quarter	$	0.10	$	0.07
Third Quarter	$	0.08	$	0.04
Fourth Quarter	$	0.04	$	0.02

Year ended December 31, 2020	High		Low
First Quarter	$	0.04	$	0.02
Second Quarter	$	0.09	$	0.01
Third Quarter	$	0.20	$	0.03
Fourth Quarter	$	0.20	$	0.09

Report of Independent Registered Public Accounting Firm
Balance Sheets as of December 31, 2021 and 2020
Statements of Operations for the years ended December 31, 2021 and 2020
Statement of Stockholders’ Equity (Deficit) for the years ended December 31, 2021 and 2020
Statements of Cash Flows for years ended December 31, 2021 and 2020
Notes to the Financial Statements

FINDIT, INC. BALANCE SHEETS

	December 31, 2021		December 31, 2020
ASSETS
Current Assets:
Cash	$	24,358	$	93,875
Accounts Receivable		—		971
Total Current Assets		24,358		94,846

Non-Current Assets:
Domain Name & Website, net of amortization of $45,577 and $51,399, respectively		43,404		47,854
Investment in Chill N Out Chryotherapy – related party		60,000		225,000
Total Other Assets		103,404		272,854
Total Assets	$	127,762	$	367,700

LIABILITIES & STOCKHOLDERS' (DEFICIT) EQUITY
Current Liabilities:
Accounts Payable and Accrued Expenses	$	11,996	$	33,061
Current Portion Long-Term Debt		2,163		1,489
Deferred Revenue		—		7,000
Total Current Liabilities		14,159		41,550

Long-Term Debt		197,837		148,511

Total Liabilities		211,996		190,061

Stockholders' (Deficit) Equity:
Preferred Stock, Series A, $0.001 par value, 50,000,000 shares authorized, 5,000,000 shares issued and outstanding		5,000		5,000
Preferred Stock, Series B, $0.001 par value, 5,000,000 shares authorized, 4,900,000 shares issued and outstanding		4,900		4,900
Common Stock, $0.001 par value, 500,000,000 shares authorized, 269,745,006 issued and outstanding		269,745		269,745
Additional Paid in Capital		2,436,513		2,436,513
Accumulated Deficit		(2,800,392)		(2,538,519)
Total Stockholders' (Deficit) Equity		(84,234)		177,639
Total Liabilities and Stockholders' Deficit	$	127,762	$	367,700
The accompanying notes are an integral part of these financial statements.

FINDIT, INC. STATEMENTS OF OPERATIONS
	For the Years Ended December 31,
	2021		2020
Revenues:
Findit Services	$	197,447	$	363,306
Findit Services – Related Party		—		35,868
Sales of Essential Oils		1,137		5,218
Total Revenues		198,584		404,392

Cost of Goods Sold:
Purchases of Materials & Supplies		554		3,229
Cost of Goods Sold – related party		—		35,868
Total Cost of Goods Sold		554		39,097

Gross Margin		198,030		365,295

Operating Expenses:
Advertising, Marketing & Press Release Expenses		7,383		260,870
Amortization Expense		4,449		5,932
Consulting Services		6,350		21,408
Content Writing		43,100		88,649
General and Administrative Expense		81,115		71,488
Professional Fees		60,231		39,738
Programming Fees		111,270		47,483
Web Design and Hosting Expense		49,250		45,375
Total Operating Expenses		363,148		580,943

Loss from Operations		(165,118)		(215,648)

Other Income:
Other Income		68,245		—
Loss on Impairment of Investment		—		(58,088)
Total Other Income		68,245		(58,088)

Loss Before Provision for Income Tax		(96,873)		(273,736)
Provision for Income Tax		—		—
Net Loss		(96,873)		(273,736)

Other Comprehensive Income (Loss)
Unrealized (loss) gain on available-for-sale securities		(165,000)		189,132
Total Comprehensive Loss	$	(261,873)	$	(84,604)

Loss Per Share, Basic and Diluted	$	(0.00)	$	(0.00)
Weighted Average Shares Outstanding, Basic and Diluted	269,745,006		267,963,583

FINDIT, INC. STATEMENTS OF STOCKHOLDERS’ (DEFICIT) EQUTIY For the Years Ended December 31, 2021 and 2020
	Common Stock			Preferred Stock, Series A			Preferred Stock, Series B			Additional Paid		Accumulated
	Shares	Amount		Shares	Amount		Shares	Amount		in Capital		Deficit		Total
Balance, December 31, 2019	265,745,006	$	265,745	5,000,000	$	5,000	4,9000,000	$	4,900	$	2,192,513	$	(2,453,915)	$	14,243
Common stock issued for services	4,000,000		4,000	—		—	—		—		244,000		—		248,000
Net Loss	—		—	—		—	—		—		—		(84,604)		(84,604)
Balance, December 31, 2020	269,745,006		269,745	5,000,000		5,000	4,9000,000		4,900		2,436,513		(2,538,519)		177,639
Net Loss	—		—	—		—	—		—		—		(261,873)		(261,873)
Balance, December 31, 2021	269,745,006	$	269,745	5,000,000	$	5,000	4,9000,000	$	4,900	$	2,436,513	$	(2,800,392)	$	(84,234)

FINDIT, INC. STATEMENTS OF CASHFLOWS
	For the Years Ended December 31,
Cash Flow from Operating Activities:	2021		2020
Net Loss	$	(261,873)	$	(84,604)
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities:
Amortization Expense		4,449		5,932
Common stock issued for services		-		248,000
Investment in Chill N Out Cryotherapy – related party		165,000		(225,000)
Changes in Operating Assets and Liabilities:
Accounts Receivable		971		(971)
Accounts Payable		(21,064)		(37,957)
Deferred Revenue		(7,000)		500
Net Cash Used by Operating Activities		(119,517)		(94,100)

Cash Flows from Investing Activities

Cash Flows from Financing Activities
Proceeds from long term debt		50,000		150,000
Net Cash Provided by Operating Financing		50,000		150,000

Net (Decrease) Increase in Cash		(69,517)		55,900

Cash at Beginning of Year		93,875		37,975

Cash at End of Year	$	24,358	$	93,875

Cash Paid During the Period for:
Interest	$	—	$	—
Income Taxes	$	—	$	—

Supplemental non-cash disclosure:
Unrealized (loss) gain on available-for-sale securities	$	(165,000)	$	215,000
Loss on impairment of investment	$	—	$	58,088
The accompanying notes are an integral part of these financial statements.

	December 31, 2021		December 31, 2020
SBA Loan – July 20,2020	$	150,000	$	150,000
SBA Loan – July 17,2021		50,000		-
Total	$	200,000	$	150,000
Less: current portion		(2,163)		-
Long term portion	$	197,837	$	150,000

	2021		2020
Federal income tax benefit attributable to:
Current Operations	$	(55,000)	$	(18,000)
Less: valuation allowance		55,000		18,000
Net provision for Federal income taxes	$	—	$	—

	Principal				Salary		Bonus		Awards		Compensation	Total
Name	Position		Year		($)		($)		($)		($)	($)
Raymond Firth	Pres./Director	2021		0		0		0		0		0
		2020		0		0		0		0		0
Thomas Powers	CEO/Director	2021		0		0		0		0		0
		2020		0		0		0		0		0

TITLE OF CLASS	NAME OF BENEFICIAL OWNER AND POSITION	AMOUNT AND NATURE OF BENEFICIAL OWNERSHIP	PERCENT OF CLASS	VOTING POWER
Preferred A	Firth Family Trust (1)	2,500,000	50.0%	35.4%
Preferred B	Firth Family Trust (1)	2,400,000	50.0%	13.6%
Common Stock	Firth Family Trust (1)	98,674,081	37.0%	0.6%
Preferred A	HVA Family Trust (2)	2,500,000	50.0%	35.4%
Preferred B	HVA Family Trust (2)	2,450,000	50.0%	13.9%
Common Stock	HVA Family Trust (2)	98,674,082	37.0%	0.6%
DIRECTORS AND OFFICERS AS A GROUP
Preferred A	(1 person)	2,500,000	50.0%	35.4%
Preferred B	(1 person)	2,400,000	50.0%	13.6%

			Incorporated by reference
Exhibit	Exhibit Description	Filed herewith	Form	Period Ending	Exhibit	Filing Date
3.1	Articles of Incorporation, as currently in effect		S-1		3.1	09/21/2021
3.2	Bylaws, as currently in effect		S-1		3.2	09/21/2021
3.3	Certificate of Amendment	X
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
31.2	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.	X

	Findit, Inc. Registrant


Date: April 13, 2022	/s/ Thomas Powers
	Name: Raymond Firth
		Title: Chief Executive Officer and Director Principal Executive Officer

Date: April 13, 2022	/s/ Raymond Firth
	Name: Raymond Firth
		Title: President, Treasurer, Director and Chief Accounting Officer Principal Accounting Officer

	2021		2020
Deferred tax asset attributable to:
Net operating loss carryover	$	(588,000)	$	(572,800)
Less: valuation allowance		588,000		572,800
Net deferred tax asset	$	—	$	—

	For the Year Ended December 31,	For the Year Ended December 31,
	2021	2020
Audit Fees – BF Borgers CPA, P.C.	$24,400	$10,000
Audit-Related Fees	-	-
Tax Fees	-	-
All Other Fees	-	-
Total	$24,400	$10,000

Signature	Title	Date

/s/ Thomas Powers (Raymond Firth)	Chief Executive Officer and Director Principal Executive Officer	April 13, 2022

/s/ Raymond Firth (Raymond Firth)	President, Treasurer, Director and Chief Accounting Officer	April 13, 2022

(1)		I have reviewed this annual report on Form 10-K of Findit, 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 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(s) 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, including its consolidated subsidiaries, 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 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;

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

(5)			The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

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.

/s/ Thomas Powers
Thomas Powers
	Principal Executive Officer

Date: April 13, 2022

/s/ Raymond Firth
Raymond Firth Principal Financial Officer Principal Accounting Officer
Date: April 13, 2022


(1)	The Annual Report on Form 10-K of the Company for the quarterly period ended December 31, 2021 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 that Form 10-K fairly presents, in all material respects, the financial conditions and results of operations of the Company.