Vemanti Group, Inc 10-Q for FY2021 Q3

Vemanti Group, Inc. (VMNT)

10-Q 2021-11-05 For: 2021-09-30

Added on April 06, 2026

About this 10-Q

Vemanti Group, Inc filed this 10-Q on November 5, 2021, covering the quarter ended September 30, 2021 (FY2021 Q3).

Headline figures

Quarter ended September 30, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $37.11K; down 6.1% from $39.51K a year earlier
Net loss: $577.79K; compared with a net loss of $7854 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	4

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	5

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	9

Item 4.	Controls and Procedures	9

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	10

Item 1A.	Risk Factors	10

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	10

Item 3.	Defaults Upon Senior Securities	10

Item 4.	Mine Safety Disclosure	10

Item 5.	Other Information	10

Item 6.	Exhibits	11

SIGNATURES		12

Condensed Consolidated Balance Sheets at September 30, 2021 (Unaudited) and December 31, 2020		F-1

Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020 (Unaudited)		F-2

Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended September 30, 2021 and 2020 (Unaudited)		F-3

Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 (Unaudited)		F-4

Notes to Condensed Consolidated Financial Statements (Unaudited)		F-5

	September 30, 2021			December 31, 2020
ASSETS
Current Assets:
Cash	$	427,805		$	243,494
Accounts receivable		1,109			1,224
Due from Fvndit, Inc.		25,142			24,498
Digital assets		6,107			-
Total current assets		460,163			269,216

Equipment, net		817			1,373
Other assets		296,405			298,056
TOTAL ASSETS	$	757,385		$	568,645

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	14,340		$	1,077
Deferred revenues		-			613
Accrued expenses		420,300			-
Total current liabilities		434,640			1,690
Long-term Liabilities:
Loan from stockholder		125,000			-
TOTAL LIABILITIES		559,640			1,690

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; 69,914,086 and 68,984,086 shares issued and outstanding as of September 30, 2021, and December 31, 2020, respectively		6,991			6,898
Additional paid-in capital		2,937,802			2,215,020
Accumulated deficit		(2,751,048	)		(1,658,963	)
Total stockholders’ equity		197,745			566,955
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	757,385		$	568,645

	Three Months Ended September 30,						Nine Months Ended September 30,
	2021			2020			2021			2020
Sales	$	37,112		$	39,507		$	111,039		$	126,816
Cost of sales		5,804			9,012			16,256			30,486
Gross margin		31,308			30,495			94,783			96,330

Operating expenses:
General and administrative expenses		607,207			27,551			1,177,954			157,043
Total operating expenses		607,207			27,551			1,177,954			157,043
Income (loss) from operations		(575,899	)		2,944			(1,083,171	)		(60,713	)

Other income (expense):
Interest income		-			2,130			-			12,626
Other income (expense)		-			5,086			(1,750	)		5,086
Unrealized loss		-			(13,025	)		(1,651	)		(5,176	)
Impairment of digital assets		(1,068	)		-			(3,893	)		-
Total other income (expense)		(1,068	)		(5,809	)		(7,294	)		12,536

Loss before provision for income taxes		(576,967	)		(2,865	)		(1,090,465	)		(48,177	)

Provision (credit) for income taxes		820			4,989			1,620			(17	)

Net loss	$	(577,787	)	$	(7,854	)	$	(1,092,085	)	$	(48,160	)

Loss per share:
Basic	$	(0.00	)	$	0.00		$	(0.00	)	$	(0.00	)
Diluted	$	(0.00	)	$	0.00		$	(0.00	)	$	(0.00	)

Weighted average shares outstanding:
Basic		69,844,086			68,984,086			69,513,976			68,984,086
Diluted		69,844,086			68,984,086			69,513,976			68,984,086

	Preferred Stock				Common Stock				Additional Paid-in		Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity
Three months ending March 31, 2021, June 30, 2021, and September 30, 2021
Balance, December 31, 2020		40,000,000	$	4,000		68,984,086	$	6,898	$	2,215,020	$	(1,658,963	)	$	566,955
Stock issued for cash		-		-		380,000		38		264,962		-			265,000
Net loss		-		-		-		-		-		(69,967	)		(69,967	)
Balance, March 31, 2021		40,000,000	$	4,000		69,364,086	$	6,936	$	2,479,982	$	(1,728,930	)	$	761,988

Stock issued for cash		-		-		175,000		18		149,982		-			150,000
Stock issued for professional services		-		-		150,000		15		151,485		-			151,500
Net loss		-		-		-		-		-		(444,331	)		(444,331	)
Balance, June 30, 2021		40,000,000	$	4,000		69,689,086	$	6,969	$	2,781,449	$	(2,173,261	)	$	619,157

Stock issued for professional services		-		-		225,000		22		156,353		-			156,375
Net loss		-		-		-		-		-		(577,787	)		(577,787	)
Balance, September 30, 2021		40,000,000	$	4,000		69,914,086	$	6,991	$	2,937,802	$	(2,751,048	)	$	197,745

									Additional					Total
	Preferred Stock				Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity
Three months ending March 31, 2020, June 30, 2020, and September 30, 2020
Balance, December 31, 2019		40,000,000	$	4,000		68,984,086	$	6,898	$	2,215,020	$	(1,582,087	)	$	643,831
Net loss		-		-		-		-		-		(34,071	)		(34,071	)
Balance, March 31, 2020		40,000,000	$	4,000		68,984,086	$	6,898	$	2,215,020	$	(1,616,158	)	$	609,760

Net income (loss)		-		-		-		-		-		3,145			3,145
Balance, June 30, 2020		40,000,000	$	4,000		68,984,086	$	6,898	$	2,215,020	$	(1,613,013	)	$	612,905
Net income (loss)		-		-		-		-		-		(7,854	)		(7,854	)
Balance, September 30, 2020		40,000,000	$	4,000		68,984,086	$	6,898	$	2,215,020	$	(1,620,867	)	$	605,051

	For the Nine Months Ended September 30,
	2021			2020
Cash flows from operating activities:
Net loss	$	(1,092,085	)	$	(48,160	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		556			555
Common stock issued for consulting services		307,875			-
Unrealized (gain)/loss from investment in Fvndit		1,651			5,176
Impairment of digital asset		3,893			-
Changes in assets and liabilities:
Accounts receivable		115			(1,786	)
Due from Fvndit		(644	)		(5,364	)
Accounts payable		13,263			(500	)
Accrued expenses		420,300			1,484
Deferred revenues		(613	)		-
Net cash used in operating activities		(345,689	)		(48,595	)

Cash flows from investing activities:
Proceeds from note receivable		-			200,000
Purchase of digital assets		(10,000	)		-
Net cash provided by (used in) investing activities		(10,000	)		200,000

Cash flows from financing activities:
Loan from stockholder		125,000			-
Issuance of common stock for cash		415,000			-
Net cash provided by financing activities		540,000			-

Net increase in cash		184,311			151,405

Cash, beginning of the period		243,494			118,806
Cash, end of the period	$	427,805		$	270,211
Supplemental disclosure of cash flow information:
Cash paid for:
Interest	$	-		$	-
Income tax	$	1,620		$	800

	·	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.

	September 30, 2021			December 31, 2020
	Cryptocurrencies
Beginning balance	$	-		$	-
Purchase of crypto currencies		10,000			-
Impairment		(3,893	)		-
Ending balance	$	6,107		$	-

	For the Nine Months Ended September 30,
Item	2021			2020
Net cash used in operating activities	$	345,689			48,595
Net cash provided by (used in) investing activities		(10,000	)		200,000
Net cash provided by financing activities		540,000			-
Net (decrease) increase in cash		184,311			151,405
Cash at the beginning of period		243,494			118,806
Cash at the end of period	$	427,805		$	270,211

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: November 5, 2021	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 subsidiaries, 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 subsidiaries, 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;

	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.

	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 for the period in which this quarterly 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 that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

Date: November 5, 2021	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.