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Free Flow USA, Inc 10-Q for FY2020 Q3

Free Flow USA, Inc. (FFLO)

10-Q 2020-11-16 For: 2020-09-30
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Added on April 06, 2026

About this 10-Q

Free Flow USA, Inc filed this 10-Q on November 16, 2020, covering the quarter ended September 30, 2020 (FY2020 Q3).

Headline figures

Quarter ended September 30, 2020, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue
$79.46K
down 26.3% from $107.74K a year earlier
Net loss
$27.62K
compared with net income of $32.58K a year earlier

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<br><br>FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020<br><br>or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<br><br>FOR THE TRANSITION PERIOD FROM July 1, 2020 to September 30, 2020

Commission file number 000-54868

Free Flow , Inc .

(Exact name of registrant as specified in its charter)

Delaware 45-3838831
(State or other jurisdiction<br>of incorporation) (IRS Employer<br>Identification No.)

6269 Caledon Road; King George, VA 22485

(Address of Principal Executive Offices) (703) 789-3344 (Registrant’s Telephone Number) ---------------------------------------------------- Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [X ] NO [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X ] NO [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer ☐ Non-accelerated filer☒Smaller reporting company☒ Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X] Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years. N/A Applicable Only to Corporate Registrants Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registeredN/A FFLO OTC BB State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 26,221,000 shares as of November 8, 2020

Table of Contents

[PART I Item 1.Condensed Financial Statements1 Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations9 Item 3.Quantitative and Qualitative Disclosures About Market Risk11 Item 4.Controls and Procedures11 PART II Item 1.Legal Proceedings12 Item 1A.Risk Factors12 Item 2.Unregistered Sales of Equity Securities and Use of Proceeds12 Item 3.Defaults Upon Senior Securities12 Item 4.Mining Safety Disclosures12 Item 5.Other Information12 Item 6.Exhibits13 Signatures13 PART I – FINANCIAL INFORMATION]()

Item 1. Financial Statements.

Condensed Balance Sheets as of September 30, 2020 (unaudited) and December 31, 20192 Condensed Statements of Operations for the three and nine months ended September 30, 2020 and 2019 (unaudited)3 Condensed Statements of Stockholders’ Deficit for the nine months ended September 30, 2020 and 2019 (unaudited)4 Condensed Statements of Cash Flows for the nine months ended September 30, 2020 and 2019 (unaudited)5 Notes to Condensed Financial Statements (unaudited)6 1 ITEM 1. FINANCIAL STATEMENTS FREE FLOW, INC. & SUBSIDIARY ACCURATE AUTO PARTS, INC. BALANCE SHEET (Un-audited)(Audited) As ofAs of SeptemberDecember 31, 20202019ASSETS Current Assets Cash108,186 $ 7,226 Trade Receivables - current219,917 107,091 Trade Receivables - old- - Rounding off the decimals - error- (2) Inter-company8,839 6,073 Advances for Inventory Purchases Inventory887,543 776,588 TOTAL CURRENT ASSETS 1,224,484 896,976 Fixed Assets Land and Building, net of depreciation781,753 776,704 Allowance for Depreciation(90,230) (90,230)TOTAL FIXED ASSETS 691,523 686,474 Other Assets Delivery Trucks, after depreciation allowance3,500 3,500 Allowance for Depreciation(2,895) (2,895) Furniture100 100 Equipment and Delivery Trucks, after depreciation allowance35,000 35,000 Allowance for Depreciation(11,032) (11,032)TOTAL OTHER ASSETS 24,673 24,673 TOTAL ASSETS 1,940,680 $ 1,608,123 LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) Current Liabilities Accounts Payable11,444 $ 11,687 Notes Payable - Related Parties10,118 10,343 TOTAL CURRENT LIABILITIES 21,562 22,030 Long Term Liabilities Revolving Line of Credit - 350,000 amount drawn340,512311,012 PayPal Advance58,64610,857 PPP Loan35,800 EIDL - Loan from SBA146,300 Loan - secured885,520889,340TOTAL LONG TERM LIABILITIES 1,466,7781,211,209Total Liabilities 1,488,3391,233,239 Redeemable Preferred Stock Series B; 500,000 shares authorized; 330,000 and 0 issued and outstanding as of December 31, 2018 and 2017 respectively ( Classified as Mezzanine Equity)330,000 330,000 Series C; 500,000 shares authorized; 470,935 and 0 issued and outstanding as of December 31, 2018 and 2017 respectively ( Classified as Mezzanine Equity) - As equity in Accurate Auto Parts, Inc.470,935 470,935 Stockholders' Equity (Deficit) Preferred Stock (0.0001) par value, 20,000,000 shares authorized 10,000 shares par value 0.0001 Class A issued on December 31, 20151 1 Additional Paid in capital Common stock, (0.0001) par value, 100,000,000 shares authorized and 26,200,000 shares issued and outstanding as of December 31, 2018 26,221,000 and 26,200,000 issued as on Dec. 31, 2019 and 2018 respectively2,622 2,620 Additional Paid in capital129,033 131,033 Subscription - pending agreement2,000 Income for the period January - September 30, 202077,455 (Accumulated Deficit) / Net worth(559,705) (559,705)TOTAL STOCKHOLDERS' EQUITY / (DEFICIT) (348,594) (426,051) TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) 1,940,680 $ 1,608,123 All values are in US Dollars. 2 FREE FLOW, INC. Condensed Consolidated Statements of Operation(Unaudited) Nine months ended September 30 Three months ended September 30 2020201920202019REVENUES Sales 360,236255,31079,456 $ 107,741 COST OF GOODS SOLD 158,80172,31167,404 3,028 GROSS PROFIT 201,435182,99812,052 104,712 General & Administrative Expenses 235,785255,936151,474 72,128 Other Expenses: Total Expenses 235,785255,936151,474 72,128 Profit (Loss) before provision of income taxes (34,349)(72,938)(139,421)32,584 Other Income: Inventory recovered upon shredding process 111,80512,897111,805 - Income tax provision --- - NET PROFIT (LOSS) 77,455(60,041)(27,616) $ 32,584 BASIS INCOME (LOSS) PER SHARE (0.00)(0.00)0 $ 0 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 26,221,00026,221,00026,221,000 26,221,000 All values are in US Dollars. 3 Free Flow, Inc. Condensed Consolidated Statements of Cash Flows(Unaudited) Nine months ended September 30, 20202019 CASH FLOW FROM OPERATING ACTIVITIES Net Profit (Loss) 77,455 $ (60,041)Adjustments to reconcile net loss to net cash used in operating activities: Changes in operating assets and liabilities (Increase) decrease in inventory(110,955) (204,464)(Increase) decrease Prepaid expenses (31,346)(Increase) decrease Prepaid expenses 18,963 (Increase) decrease Intercompany advances(2,766) Increase (decrease) Accounts payable(244) 30,135 (Increase) in Fixed Assets - Premises development (Increase) in sales of impaired inventory (Increase) in Accounts Receivable Trade(112,826) (40,259)Advance related parties(225) Decrease in Accumulated Deficit NET CASH USED IN OPERATING ACTIVITIES(149,561) (287,012) CASH FLOW FROM FINANCING ACTIVITIES Increase in Loan from Bank - Line of Credit259,389275,000 (Decrease) in Loan from Bank - Principal (3,820) (7,367) (Increase) in Fixed Assets(5,049) (4,291) Proceeds from sales of shares 16,288 Proceeds from relied party notes NET CASH PROVIDED BY FINANCING ACIVITIES250,520279,630 NET INCREASE IN CASH100,959 (7,382) CASH AT BEGINNING OF PERIOD7,22619,115CASH AT END OF PERIOD108,186 $ 11,733 The accompanying notes are an integral part of these financial statements All values are in US Dollars. 4

FREE FLOW, INC. Statement of Changes in Shareholders' (Deficit) ADDITIONAL COMMON STOCK PREFERRED STOCK PAID-INACCUMULATEDTOTALSHARES AMOUNTSHARESAMOUNTCAPITALDEFICIT Series -A Balance, January 1, 202026,221,000 2,62010,000 3131,033(559,705) $ (426,052) Correction as a result of rounding-off decimals 3 Profit for the nine months ended September 30, 2020 77,455 $ 77,455 BALANCE, SEPTEMBER 30, 202026,221,000 2,62010,000 3131,033(496,696) $ (348,594) All values are in US Dollars. 5 Free Flow, Inc. Notes to Condensed Consolidated Financial Statements September 30, 2020 (Unaudited) NOTE 1 – BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2020 and the results of operations and cash flows for the periods presented. The results of operations for the nine months ended September 30, 2020 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited consolidated financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on April 10, 2019. NOTE 2 GOING CONCERN The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has established itself as a stable ongoing business entity with established revenues sufficient to cover its operating costs and allow it to continue as a going concern. However, the ability of the Company to continue as a going concern is also dependent on the Company obtaining adequate Sales so that the Company can liquidate its inventories and continue as a going business. In order to continue as a going concern, the Company will need, among other things, Sales of its product lines. Management has obtained such sales through Internet sales and marketing companies who specialize in promotion of such businesses. Management has obtained capital from commercial lines of credits and significant shareholders sufficient to meet its minimal operating expense and is expecting that cash flow from sales will soon be available to augment the operating capital needs. However, management cannot provide an assurance that the Company will be successful in accomplishing any of its plans as, in most of the businesses, market circumstances could change. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually reaching is targeted sales level. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. NOTE 3 – INCORPORATION OF SUBSIDIARY 6 In February 2015, the company incorporated a subsidiary, Promedaff, Inc. and purchased a skin care product line and formulations for $2,000,000 against a promissory note. An e commerce platform was set up for sales and marketing. The efforts did not bear any success and the entire inventory was sold through the Seller and the Promissory Note was cancelled and marked “VOID”. The name of this entity has been changed to Motors & Metals, Inc. In August 2018 Motors & Metals, Inc. received firm expression of interest from an overseas buyer willing to place long term purchase orders to buy 3,000 to 5,000 MT of Processed Scrap Metal. For over eight (8) months, the management scouted around to find a seller but learnt that no scrap metal processor was willing to entertain the business due to their loyalty agreements they have with their Buyer(s). Ultimately, the management decided to set up its own Scrap Metal Processing facility at the company owned 20 acre facility in King George, Virginia After getting the Zoning re-validated, the application was approved by the State of Virginia in early 2020. Thus Motors & Metals, Inc. has a valid license to operate as a Recycling Facility – Scrap Metal Processor. Concurrently, the management began preparation of feasibility study and conclude to purchase the machinery and equipment from the Chinese manufacturer who has a presence in the USA. A Sales Order/Proforma Invoice has been received but do to an embargo by the Chinese Government not to finance any such trade for USA, the proposal is moving slow which alternate financing arrangements are being sought. The Management is also in discussion with a USA manufacturer to facilitate financing even though the prices are higher than the Chinese. The cost of the project is estimated at $7,000,000 with an EBITDA of 20% p.a. As reported in 10Qs for the earlier quarters, as well as in 10-K for the Annual reports, on February 4, 2016 the company incorporated another subsidiary in the State of Virginia under the name of JK Sales, Corp. (on December 7, 2017 the name was changed to Accurate Auto Parts, Inc.,) and has since remained in the business of buying end of life and salvage vehicles and selling auto parts. NOTE 4 – RELATED PARTY As of December 31, 2019, the Company had a note payable in the amount of $10,343 to Redfield Holdings, Ltd. a related party. During the nine months ended the Company reduced the borrowing by $225 thus owing a total sum of $10,118 as of September 30, 2020. The note is unsecured and does not bear any interest and has a maturity date of December 30, 2020. Redfield Holdings Ltd. is 100% owned by the CEO, Mr. Sabir Saleem. St. Gabriel Foundation has also been incorporated by Mr. Sabir Saleem as a not-for-profit entity which has not yet constituted its functional board of directors/trustees. It is expected that St. Gabriel Foundation will soon define its mission and may become an arm to mobilize end of life automobiles to sell them to Accurate Auto Parts, Inc. and use the proceeds for charitable purposes. NOTE 5 – CAPITAL STOCK The Company has authorized 100,000,000 shares of common shares with a par value of $0.0001 per shares and 20,000,000 shares of preferred stock, with a par value of $0.0001 per shares. On August 5, 2020 the company filed the following Amendment to the Capital Stock: The amount of the total Common Stock of the corporation is Hundred Million (100,000,000) shares of Common Stock, par value ($.0001) per shares. 7 The total amount of Preferred Stock of the corporation is Twenty Million (20,000,000) shares, par value ($.0001) per share. The preferences being that there will be various series of Preferred Share, such preferences are more specifically defined as under along with the number of shares allocated to each series: Series “A”: Number of shares allocated are Ten Thousand (10,000) – par value $.0001 per share; one share of this class of Preferred Stock Series “A” will carry voting rights equal to Ten Thousand (10,000) shares of Common Shares; thus the voting rights attributed to all of these 10,000 shares would be equal to One Hundred Million common shares. Series “B”: Number of shares allocated are Five Hundred Thousand (500,000) – par value $.0001 per share; one share of this class of Preferred Stock Series “B” will carry voting rights equal to one share of Common Shares; and are redeemable with 365 days’ notice. Series “C”: Number of shares allocated are Five Hundred Thousand (500,000) – par value $.0001 per share; one share of this class of Preferred Stock Series “C” will carry voting rights equal to one share of Common Shares and could be used to assign corresponding capital in to any subsidiary of Free Flow, Inc. with a view to extend comfort to any lender. Such shares are redeemable upon such lender authorizing the redemption of capital in the respective subsidiary company. Series “D”: Number of shares allocated are Fifteen Million (15,000,000) – par value $.0001 per share; one share of this class of Preferred Stock Series “D” will carry voting rights equal to one share of Common Shares This series of shares could be issued against subscription of any amount as the board of directors and/or majority of the shareholders approve. Series “D” shares could be converted in to common shares as approved by the majority shareholders. Series “E”: Number of shares allocated are Three Million Nine Hundred Ninety Thousand (3,990,000) – par value $.0001 per share; one share of this class of Preferred Stock Series “E” will carry voting rights equal to one share of Common Shares This series of shares could be issued against subscription in cash or kind including but not limited to subscription directly into capital account of any subsidiary for any amount as the board of directors and/or majority of the shareholders approve. Series “E” shareholders could be entitled to a specifically defined profit sharing in a specific project or transaction(s). Series E shares could be redeemable and/or converted in to common shares as agreed between the subscriber(s) and approved by the majority shareholders and/or by the Board of Directors of the Company. The amendment effected herein was authorized by the affirmative vote of the holders of a majority of the outstanding shares entitled to vote thereon at a meeting of the shareholders pursuant to Section 242 of the General Corporation Law of the State of Delaware Pursuant to the resolution of the shareholders meeting held on March 30, 2015 the Company designated 500,000 shares of the preferred authorized shares as preferred shares – Series “B” shares. The preferred shares – Series “B” were assigned the following preferences: a)Each share to carry one vote. b)Each share will be redeemable with a 365 days written notice to the company. c)Each share will be junior to any debt incurred by the Company. d)The redemption value will be the par value at which such “preferred shares – series B” are bought by the subscriber. e)Each share will carry a dividend right at par with the common shares. On December 31, 2014 the Company had a Note outstanding in the principal amount of $330,000 plus interest payable to GS Pharmaceuticals, Inc. By mutual consent this note and accrued interest was converted to 330,000 preferred shares – Series “B”. On March 31, 2015 an amount of $58,000 was subscribed by Redfield Holdings, Ltd. by cancellation of a Note against 8 the issuance of 9,700 shares of preferred shares – Series “A”. These shares were issued to Redfield Holding, Ltd. thus making a total of entire designated preferred shares – Series “A” shares to Redfield Holdings, Ltd. Each share of preferred shares – Series “A” carries voting right equal to 10,000 common shares. On September 30, 2017 total preferred shares issued and outstanding are 10,000 Series “A” and 330,000 Series “B”. On April 2, 2019, in a private transaction the Company accepted a sum of $14,490.00 against issuance of 21,000 restricted Common shares of the Company. Thus the total common shares issued and outstanding as on September 30, 2019 stood at 26,221,000 On August 17, 2020 the Company completed its Private Placement Memorandum to raise $19.5 million with no minimum, against issuance of 15,000,000 Series “D” shares at a price of $1.30 per share. The memorandum can be accessed on Company’s website, i.e., www.FreeFlowPLC.com NOTE 6 – SUBSEQUENT EVENTS On October 20, 2020 the Company through its subsidiary Accurate Investments, Inc. executed a letter of intent with the owners of all of the issued and outstanding shares of Terra Construction Group, Inc.(the “Terra”) with three of its wholly owned subsidiaries to purchase all of the shares at a token price $100 and other considerations. Terra has been in the business of land development and mining in Florida around the Tampa/St. Petersburg area. Terra has a carried forward tax loss of $33 million. The company is conducting its due diligence and if found feasible then Terra will become a wholly owned subsidiary of the Company.

ITEM 2. MANAGEMENT’S DISCUSSION AND A N ALYIS OR PLAN OF OPERATION THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH OUR UNAUDITED FINANCIAL STATEMENTS AND NOTES THERETO INCLUDED HEREIN. IN CONNECTION WITH, AND BECAUSE WE DESIRE TO TAKE ADVANTAGE OF, THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, WE CAUTION READERS REGARDING CERTAIN FORWARD LOOKING STATEMENTS IN THE FLOWING DISCUSSION AND ELSEWHERE IN THE THIS REPORT AND IN ANY OTHER STATEMENT MADE BY, OR AN BEHALF, WHETHER OR NOT IN FUTURE FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, FORWARD-LOOKING STATEMENTS ARE STATEMENT NOT BASED ON HISTORICAL INFORMATION AND WHICH RELATE TO FUTURE OPERATIONS, STRATEGIES, FINANCIAL RESULTS OR OTHER DEVELOPMENTS. FORWARD-LOOKING STATEMENTS ARE NECESSARILY BASED UPON ESTIMATES AND ASSUMPTIONS THAT ARE INHERENTLY SUBJECT TO SIGNIFICANT BUSINESS, ECONOMIC AND COMPETITIVE UNCERTAINTIES, MANY OF WHICH ARE BEYOND OUR CONTROL AND MANY OF WHICH, WITH RESPECT TO FUTURE BUSINESS DECISIONS, ARE SUBJECT TO CHANGE, THESE UNCERTAINTIES AND CONTINGENCIES CAN AFFECT ACTUAL RESULTS AND COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FORM THOSE EXPRESSED IN ANY FORWARD-LOOKING STATEMENTS AND COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN ANY FORWARD LOOKING STATEMENTS MADE BY, OR ON OUR BEHALF, WE DIS TO UPDATE FORWARD-LOOKING STATEMENTS. PLAN OF OPERATION Accurate Auto Parts, Inc. the Company’s used auto parts subsidiary has made a sale of $360,236 of Automobile Parts and Services. The Company continues seeking additional sales both in the domestic and international markets. RESULTS OF OPERATIONS 9 The Company did recognize revenue for a sum of $360,236 during the nine months ended September 30, 2020 and $255,310 of revenues during the Nine month ended September 30, 2019. The net revenues for the period ended September 30, 2020 were more by $104,926 than for the same period during 2019 and the Cost of Goods Sold was high by $86,490 during the period ended September 30, 2020 as compared to the same period during 2019. The Gross Profit had an increase, i.e. by $ 18,437 during the period ended September 30, 2020 as compared to the same period during 2019. During the Nine months ended September 30, 2020, the Company incurred operational expenses of $235,785. This compares to $255,936 for the nine months ended September 30, 2019. This decrease in operational expenses reflects the decrease in operation staff. During the nine months ended September 30, 2020 the company recognized a net profit of $77,455 as compared to a loss of $60,041 for the corresponding period in the year 2019, thus recognizing a significant increase as compared to the nine months ended September 30, 2019. The optimal utilization of staff and infrastructure that has been build up will take time to show the desired results. Staff is being trained to achieve the productivity that will result in better revenues in near future. The company sustained a loss of $27,616 during the third quarter of 2020 as compared to a profit of $32,584 for the same period during 2019. Thus the operating profit as reported on June 30, 2020 was reduced from $105,072 to $77,455 as of September 30, 2020. The books show an operating net profit of $77,455 the Company has also increased its inventory by $110,955 thus showing a total inventory at cost of $887,543 as on September 30, 2020 as compared to an inventory at cost for a sum of $776,588 as on December 31, 2019 and $859,706 as on June 30, 2020. While the Company cannot predict if this inventory will be sold at the list price which approximately is three (3) times its book value cost price (it has been calculated at less than 30% of the selling price) but the management is confident that the marked list price of the inventory is realistic with the current market conditions. The cost of sales is approximately 53% of the sales, thereby leaving an approximately 23% of the list selling price as a hidden value which equates to a minimum of approximately over $500,000.* The inventory valuation is based on the industry standards, the management reviewed financial statements of other companies that are listed on NASDAQ and are audited by PCAOB firms like BDO. The management found that their approach was exactly same thus the inventory valuation is managements view is substantially accurate. Selling price of parts do not have too much fluctuations, in spite of this fact, the management does review their inventory price and the internal monthly reports do reflect any downward change which is subsequently reported in the quarterly reports. The Company has limited history, but the management has access to records to the previous owners’ activities which go back to over 10 years. The tax returns for the previous years have been filed and there are no tax liabilities due to the fact that the books reflect a net loss. The company’s administrative office has been relocated at 6269 Caledon Road, King George, VA 22485. LIQUIDITY THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S REPORT ON THE COMPANY’S FINANCIAL STATEMENTS AS OF DECEMBER 31, 2017, AND FOR EACH OF THE PRECEDING YEARS THEN ENDED, INCLUDES A “GOING CONCERN” EXPLANATORY PARAGRAPH, THAT DESCRIBES SUBSTANTIALLY DOUBT ABOUT THE COMPANY’S ABILITY TO CONTINUE AS A GOING CONCERN. On September 30, 2019 the Company had total current assets of $1,642,270 consisting of $11,733 in cash and $43,072 in trade receivables, and $775,724 in inventory at book value. The suggested sale price is over $1,700,000. NEED FOR ADDITONAL CAPITAL The Company was successful in securing the loan to purchase the property. The fair market value of the property reported by the Seller (i.e., the lending institution who were in possession of the property upon foreclosure) was over 10 $1,500,000 while it cost the company around $770,000 to purchase the same. The Company desires to increase its dismantling capability and storage area. Thus, the management is considering to add another 10,000 to 20,000 sq. ft. steel barn under a lease financing program to facility its growth. Upon this being achieved a greater number of automobiles could be procured for dismantling. An informal analysis has revealed the fact that from the total inventory in hand, approximately 30% is sold annually. Thus to achieve a $1,000,000 sale the inventory level should be increased to $3,000,000. On the other hand, the analysis has also revealed that cost the inventory is around 30%. The final conclusion, thus, is to secure $1,000,000 of additional capital to build inventory to achieve a $1,000,000 in sales. Strategic planning has begun to secure this additional funding. REVENUE RECOGNITION The Company recognizes revenues on arrangements in accordance with Securitas and Exchange Commission Staff Accounting Bulletin Topic 13, REVENUE RECOGNITION and FASB ASC 605-15-25, REVENUE RECONGNITION. In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonable assured. The Company reported gross revenues of $551,182 for the year ending December 31, 2016.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABUT MARKET RISKS

Not Applicable.

ITEM 4. CONTROLS AND PROCE D URES

Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, they concluded that our disclosure controls and procedures were not effective for the quarterly period ended September 30, 2020. The following aspects of the Company were noted as potential material weaknesses: 1.We do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act which is applicable to us for the period ended September 30, 2020. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness. 2. We do not have sufficient resources in our accounting function, which restricts the Company’s ability to gather, analyze and properly review information related to financial reporting in a timely manner. As a result, as of the date of filing, we have not completed our ASC 606 implementation process and, thus, cannot disclose the quantitative impact of adoption on our financial statements. In addition, due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness. 3. We have inadequate controls to ensure that information necessary to properly record transactions is adequately communicated on a timely basis from non-financial personnel to those responsible for financial reporting. Management evaluated the impact of the lack of timely communication between non–financial personnel and financial personnel on our assessment of our reporting controls and procedures and has concluded that the control deficiency represented a material weakness. 4. Certain control procedures were unable to be verified due to performance not being sufficiently documented. As an example, some procedures requiring review of certain reports could not be verified due to there being no written documentation of such review. Management evaluated the impact of its failure to maintain proper documentation of the review process on its assessment of its reporting controls and procedures and has concluded deficiencies represented a material weakness. In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Changes in Internal Controls Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that no change occurred in the Company's internal controls over financial reporting during the quarter ended September 30, 2020, that has materially affected, or is reasonably likely to materially affect, the Company's internal controls over financial reporting. PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

ITEM 1A. RISK FACTOR S

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this Item.

ITEM 2 . UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None. 11

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable

ITEM 5. OTHER INFORMATION

PART II. OTHER INFORMATION

ITEM 6. EXHIBITS.

Exhibit No.Description

31.1Sec. 302 Certification of Principal Executive Officer

31.2Sec. 302 Certification of Principal Financial Officer

32.1Sec. 906 Certification of Principal Executive Officer

32.2Sec. 906 Certification of Principal Financial Officer

101 Interactive data files pursuant to Rule 405 of Regulation S-T

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Free Flow Inc. Registrant Dated: November 16, 2020 By:/s/ Sabir Saleem Sabir Saleem, Chief Executive Officer, Chief Financial and Accounting Officer 12

Exhibit 31.1 CERTIFICATION I, Sabir Saleem, certify that: 1.I have reviewed this report on Form 10-Q of Free Flow, 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; 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 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 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. Date; November 16, 2020
/s/ Sabir Saleem
Sabir Saleem
Chief Executive Officer

Exhibit 31.2 CERTIFICATION I, Sabir Saleem, certify that: 1.I have reviewed this report on Form 10-Q of Free Flow, 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; 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 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 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. Date: November 16, 2020
/s/ Sabir Saleem
Sabir Saleem
Chief Financial Officer and Principal Accounting Officer

Exhibit 32.1

CERTIFICATION Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) In connection with the Quarterly Report on Form 10-Q of Free Flow, Inc. (the “Company”) for the period ended September 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Sabir Saleem, as Chief Executive Officer of the Company, hereby certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that: (1)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. Date: Nov. 16, 2020 By: /s/ Sabir Saleem Sabir Saleem Chief Executive Officer This certification accompanies each Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of §18 of the Securities Exchange Act of 1934, as amended. A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Exhibit 32.2 CERTIFICATION Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) In connection with the Quarterly Report on Form 10-Q of Free Flow, Inc. (the “Company”) for the period ended September 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Sabir Saleem, as Chief Financial Officer of the Company, hereby certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that: (1)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. Date: Nov. 16, 2020 By: /s/ Sabir Saleem Sabir Saleem Chief Financial Officer This certification accompanies each Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of §18 of the Securities Exchange Act of 1934, as amended. A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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