Vemanti Group, Inc 10-Q for FY2023 Q2

Vemanti Group, Inc. (VMNT)

10-Q 2023-08-14 For: 2023-06-30

Added on April 06, 2026

About this 10-Q

Vemanti Group, Inc filed this 10-Q on August 14, 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: $41.9K; up 15.8% from $36.18K a year earlier
Net loss: $338.93K; compared with a net loss of $264.3K a year earlier
Diluted EPS: $0.00; compared with $0.00 a year earlier

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		N/A		N/A

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

		PAGE
PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	F-1

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	8

Item 4.	Controls and Procedures	8

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	9

Item 1A.	Risk Factors	9

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9

Item 3.	Defaults Upon Senior Securities	9

Item 4.	Mine Safety Disclosure	9

Item 5.	Other Information	9

Item 6.	Exhibits	10

SIGNATURES		11

Condensed Consolidated Balance Sheets at June 30, 2023 (Unaudited) and December 31, 2022		F-2

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (Unaudited)		F-3

Condensed Consolidated Statements of Changes in Shareholders’ Equity for the six months ended June 30, 2023 and 2022 (Unaudited)		F-4

Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 (Unaudited)		F-5

Notes to Condensed Consolidated Financial Statements (Unaudited)		F-6

	June 30, 2023			December 31, 2022
ASSETS
Current Assets:
Cash	$	230,893		$	257,512
Accounts Receivable, net		16,181			889
Prepaid Expenses		57,719			242,307
Total Current Assets		304,793			500,708

Non-Current Assets:
Intangible Assets, net		289,391			305,469
Total Non-Current Assets		289,391			305,469

TOTAL ASSETS	$	594,184		$	806,177

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable	$	13,054		$	6,262
Accrued Interest Payable		4,418			1,250
Accrued Expenses		90,087			191,470
Note Payable		151,851			-
Loan from Stockholder		125,000			125,000
Total Current Liabilities		384,410			323,982

TOTAL LAIBILITIES		384,410			323,982

STOCKHOLDERS' EQUITY
Preferred Stock, $0.0001 par value, 50,000,000 shares authorized; 40,000,000 shares issued and outstanding		4,000			4,000
Common Stock, $0.0001 par value, 500,000,000 shares authorized; 71,715,503, and 70,351,709, shares issued and outstanding as of June 30, 2023, and December 31, 2022, respectively		7,172			7,035
Additional Paid-in-Capital		5,214,906			4,793,468
Accumulated Deficit		(5,016,304	)		(4,322,308	)
Total Stockholders' Equity		209,774			482,195

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	594,184		$	806,177

The accompanying notes are an integral part of these condensed consolidated financial statements.

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2023			2022			2023			2022

Sales	$	41,904		$	36,181		$	72,226		$	73,781
Cost of Sales		5,361			6,652			10,892			12,173
Gross Margin		36,543			29,529			61,334			61,608

Operating Expenses:
General and Administrative		363,044			293,824			735,339			622,774
Amortization		8,039			-			16,078			-
Total Operating Expenses		371,083			293,824			751,417			622,774

Loss from Operations		(334,540	)		(264,295	)		(690,083	)		(561,166	)

Other Income (Expense):
Other Income		627			234			1,105			670
Interest Expense		(5,018	)		(13	)		(5,018	)		(13	)
Loss on sale of digital assets		-			(221	)		-			(221	)
Total Other Income (Expense)		(4,391	)		-			(3,913	)		436

Loss before Provision for Income Taxes		(338,931	)		(264,295	)		(693,996	)		(560,730	)

Provision for Income Taxes		-			-			-			-

Net Loss	$	(338,931	)		(264,295	)	$	(693,996	)		(560,730	)

Loss per Share:
Basic	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)
Diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

Weighted Average Shares Outstanding:
Basic		71,360,723			71,683,540			70,911,564			71,319,834
Diluted		71,360,723			71,683,540			70,911,564			71,319,834

The accompanying notes are an integral part of these condensed consolidated financial statements.

For the Six Months Ended June 30, 2023	Preferred Stock				Common Stock				Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity

Balance, December 31, 2022		40,000,000	$	4,000		70,351,709	$	7,035	$	4,793,468	$	(4,322,308	)	$	482,195

Stock Issued for Cash		-		-		468,794		47		99,953		-			100,000
Stock Issued for Services		-		-		895,000		90		321,485		-			321,575
Net Loss		-		-		-		-		-		(693,996	)		(693,996	)

Balance, June 30, 2023		40,000,000	$	4,000		71,715,503	$	7,172	$	5,214,906	$	(5,016,304	)	$	209,774

For the Six Months Ended June 30, 2022	Preferred Stock				Common Stock				Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity

Balance, December 31, 2021		40,000,000	$	4,000		70,404,086	$	7,040	$	3,344,890	$	(3,284,087	)	$	71,843

Stock Issued for Cash		-		-		631,530		63		337,437		-			337,500
Stock Issued for Services		-		-		668,388		67		428,513		-			428,580
Net Loss		-		-		-		-		-		(560,730	)		(560,730	)

Balance, June 30, 2022		40,000,000	$	4,000		71,704,004	$	7,170	$	4,110,840	$	(3,844,817	)	$	277,193

The accompanying notes are an integral part of these condensed consolidated financial statements.

	·	Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

	·	Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

	·	Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Cryptocurrencies	June 30, 2023		December 31, 2022

Beginning balance	$	-	$	6,107
Purchase (sale) of cryptocurrencies		-		(6,107	)
Impairment		-		-
Ending balance	$	-	$	-

	As of June 30, 2023					As of June 30, 2022
	Number of Shares			Weighted Average Grant Date Fair Value		Number of Shares			Weighted Average Grant Date Fair Value

Non-Vested, as of December 31, 2022, and 2021		1,947,500		$	0.48		3,093,000		$	0.47

Granted		600,000		$	0.13		405,000		$	0.78
Vested		(722,500	)	$	0.30		(797,500	)	$	0.60
Forfeit		(150,000	)	$	0.33		(290,000	)	$	0.80

Non-Vested, as of June 30, 2023, and 2022		1,675,000		$	0.45		2,410,500		$	0.44

Intangible Assets	June 30, 2023			December 31, 2022

Beginning balance	$	305,469		$	-
Acquired Intangible Assets:
Proprietary Information		-			321,547
Amortization		(16,078	)		(16,078	)
Ending balance	$	289,391		$	305,469

	For the Six Months Ended June 30,
	2023			2022

Net Cash used in Operating Activities	$	(276,619	)	$	(203,483	)
Net Cash provided by Investing Activities		-			5,886
Net Cash provided by Financing Activities		250,000			337,500
Cash at the beginning of the Period		257,512			295,937
Cash at the end of the Period	$	230,893		$	435,840

Exhibit No.		Description

31.1		Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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 Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

	VEMANTI GROUP INC.

Date: August 14, 2023	By:	/s/ Tan Tran
	Name:	Tan Tran
	Title:	President, Chief Executive Officer

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

2.	Based on my knowledge, this quarterly 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 quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly report;

4.	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls 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 subsidiary, is made known to us by others within those entities, particularly for the period in which this quarterly report is being prepared;

	b)	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 subsidiary, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	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 that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5.	I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

	a)	all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and

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

Software licenses	5 years
Computer equipment	5 years

Date: August 14, 2023	By:	/s/ Steve Jones
	Name:	Steve Jones
	Title:	Chief Financial Officer
		(Principal Financial and Accounting Officer)

	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 operation of the Company.