Securities registered under Section 12(b) of the Exchange Act: None

None.

Securities registered under Section 12(g) of the Exchange Act: Common Stock, $0.001 par value per share

Indicate by check mark ifwhether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes oNo þx

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes oNo þx

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 past 90 days. Yes þx No o.

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).  files. Yes þx No o.

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’sregistrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitiondefinitions of “large“large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “accelerated filer” and “smaller reporting company”“emerging growth company” in Rule 12b-2 of the Exchange Act.  (Check one):

Large accelerated filerIf 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. Yes o¨             Accelerated filerNo o         Non-accelerated filer oSmaller reporting companyþ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes oNo þx.

Aggregate market value of the voting and non-voting stock of the registrant held by non-affiliates of the registrant as ofOn December 29, 2017, the last business day of the registrant’s most recently completed second fiscal quarter:  $0.00.quarter, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $20,585,253 based upon the closing price on that date of the common stock of the registrant as reported on the OTC Markets system of $2.56. For purposes of this response, the registrant has assumed that its directors, executive officers and beneficial owners of 5% or more of its Common Stock are deemed affiliates of the registrant.

As of July 13, 2015 December 27, 2018, the registrant’s outstandingregistrant had 9,874,103 shares of its common stock, consisted of 28,364,535 common shares.$0.001 par value, issued and outstanding.

INTEGRATED VENTURES, INC.

(FORMERLY EMS FIND, INC.)

EXPLANATORY NOTETABLE OF CONTENTS

The sole purpose of this Amendment to the Registrant’s Annual Report on Form 10-K/A for the year ended March 31, 2015 (the “10-K”), is to furnish the Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K. No other changes have been made to the 10-K/A, and this Amendment has not been updated to reflect events occurring subsequent to the filing of the 10-K/A.

EMS FIND, INC.

Table of Contents

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PART I

Item 1.  Description of Business

Forward-lookingForward-Looking Statements

This annual reportAnnual Report on Form 10-K contains forward-looking statements.statements within the meaning of Section 27A of the Securities Act of 1933 (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential""may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Readers of this Annual Report on Form 10-K should carefully consider such risks, uncertainties and other information, disclosures and discussions which contain cautionary statements identifying important factors that could cause our actual results to differ materially from those provided in forward-looking statements. Readers should not place undue reliance on forward-looking statements contained in this Form 10-K. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Except as required by applicable laws, including the securities laws of the United States, we do not intend to update any of the forward-looking statements so as to conform these statements to actual results.

As used in this annual report, the terms "we", "us", "our", “the Company”,"we," "us," "our," the “Company,” and "EMS""Integrated Ventures" mean EMS Find,Integrated Ventures, Inc., unless otherwise indicated.

All dollar amounts refer to US dollars unless otherwise indicated.

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GeneralPART I

ITEM 1. BUSINESS.

We were incorporated in the State of Nevada on March 22, 2013 under the name Lightcollar, Inc. On March 22, 2015, we changed our name to EMS Find, Inc. On(“EMS Find”). Effective March 31, 2015, we entered into a Share Exchange Agreement with the sole shareholder of EMS Factory, Inc., a Pennsylvania corporation (“EMS Factory”), and following the sole shareholder of EMS Factory.  Pursuant toclosing under the Share Exchange Agreement, EMS Factory became oura wholly-owned subsidiary and we acquiredof the business and operationsCompany, with the former stockholder of EMS Factory.  

EMS Find, Inc. developsFactory owning approximately 35% of the outstanding shares of common stock of the combined company. The Company developed and marketsmarketed a B2B & B2C on-demand mobile platform, designed to connect health care providers and consumers to a network of medical transport companies. On April 6, 2016, we completed the sale of our subsidiary Viva Entertainment Group, Inc. (“Viva Entertainment”) to Black River Petroleum Corp., a Nevada publicly-traded company (“Black River”), at a closing where, in exchange for all sale of all of the outstanding shares of Viva Entertainment, Black River issued to the Company its 10% promissory note in the principal amount of $100,000, due December 31, 2016.

Effective July 27, 2017, we changed our name to Integrated Ventures, Inc. to reflect our plan to expand our operations by the acquisition of additional operating companies.

In November 2017, we discontinued our prior operations and changed our business focus to acquiring, launching and operating companies throughoutin the United Statescryptocurrency sector, mainly in digital currency mining, equipment manufacturing, and Canada.  EMS’s solution facilitates, speeds upsales of branded mining rigs, as well as blockchain software development. In April 2018, the Company acquired the digital currency mining operations of digiMine LLC through two Asset Purchase Agreements.

Our Business

Revenues to date have been generated substantially from the now discontinued ambulance services. On November 22, 2017, we successfully launched our cryptocurrency operations, and connects health care providersrevenues commenced from cryptocurrency mining operations and from sales of cryptocurrency mining equipment.

As of June 30, 2018, the Company owned and operated approximately 770 miners of cryptocurrencies, in two leased facilities, located in Pennsylvania and New Jersey. We have recently consolidated our operations in the New Jersey facility. On April 16, 2018, the Company entered into an Asset Purchase Agreement with digiMine LLC (“digiMine”) for the purchase of certain digiMine digital currency mining assets located in Marlboro, New Jersey, the principal assets consisting of: 150 cryptocurrency mining machines; and restricted cash of $175,000. The Company issued 16,666 shares of its Series B preferred stock to digiMine for these assets. On April 30, 2018, the Company entered into a second Asset Purchase Agreement with digiMine for the purchase of additional digital currency mining assets from digiMine at the same location, the principal assets consisting of: 97 cryptocurrency mining machines and restricted cash of $200,000. The Company issued 20,000 shares of its Series B preferred stock to digiMine in this transaction.

Cryptocurrency Mining

Digital tokens are built on a distributed ledger infrastructure often referred to as a “blockchain”. These tokens can provide various rights, and cryptocurrency is a type of digital token, designed a a medium of exchange. Other digital tokens provide rights to use assets or services, or in some cases represent ownership interests. Cryptocurrencies, for example Bitcoin, are digital software that run on a blockchain platform, which is a decentralized, immutable ledger of transactions, and essentially function as a digital form of money. Cryptocurrencies such as Bitcoin are not sponsored by any government or a single entity. A bitcoin is one type of an intangible digital asset that is issued by, and transmitted through, an open source, math-based protocol platform using cryptographic security (the “Bitcoin Network”). The Bitcoin Network, for example, is an online, peer-to-peer user network that hosts the public transaction ledger, known as the “Blockchain,” and the public with ambulance providerssource code that comprises the basis for the benefitcryptography and math-based protocols governing the Bitcoin Network. No single entity owns or operates the Bitcoin Network, the infrastructure of which is collectively maintained by a decentralized user base. Bitcoins can be used to pay for goods and services or can be converted to fiat currencies, such as the patients.  The platform enables users (hospitals, medical offices, dialysis centers, nursing homes, home care agencies and other medical providers) and the public to schedule medical transportationUS Dollar, at rates determined on bitcoin exchanges or in individual end-user-to-end-user transactions under a timely and efficient way based on the type of medical transportation which best fits each patient's needs.  The EMS Find app will work on any smart device including smart phones, tablets or laptops.  iOS, android and desktop versions and will allow users to connect in real time to local and nearby pre-screened medical transportation companies wherever the medical transports are needed and fit the medical, logistical and financial criteria.  barter system.

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Market Information

Ambulances help rescue injured or medically ill patients by transporting them to medical treatment centers.  The global ambulance services market based on the mode of transport has been segmented as: ground ambulance services, air ambulance services and water ambulance services.  On the basis of emergency type, the global market has been segmented as: emergency ambulance services and non-emergency ambulance services.  Based on the type of equipment equipped in the ambulance, the market has been segmented as: advance life support (ALS) ambulance services and basic life support (BLS) ambulance services.

Ambulance services enable transportation of injured or medically ill patients to hospitals for treatment.  This service is provided with the help of health care professionals and medical equipment installed in the ambulance.  Major factors driving the growth of the ambulance services market are the rising geriatric population across the world and increasing number of accidents.  Favorable reimbursement scenario for availing ambulance service is further boosting market growth.

Ambulance services, emergency and non-emergency, are provided to patients based on the medical condition and emergency of transportation.  Growth in the emergency ambulance services segment is primarily driven by rising geriatric population coupled with improving reimbursement scenario for availing emergency ambulance services.

Ambulances are equipped with various medical equipment, to cater to the need of patients by providing first-line treatment.  Based on the type of equipment installed in ambulances, the ambulance services market is segmented into advanced life support (ALS) ambulance services and basic life support (BLS) ambulance services.  Rising incidences of various cardiovascular diseases would drive the demand for ALS ambulance services.  Moreover, increasing number of emergency cases would also fuel market growth.

Ambulance service providers offer patients transport to-and-from medical centers with adequate medical services such as monitoring of health condition and administration of drugs.  Increasing demand for various medical services such as surgeries and diagnostics has necessitated hospital visits by patients.  This in turn has generated a need for transportation via ambulances.

Increasing adoption rate of personal and commercial vehicles by people for various purposes is resulting in higher number of accidents.  Accidents create a need for immediate hospital visit for medical treatment; hence, patients require ambulance services for transportation to-and-from hospitals.  Also, consumption of alcohol while driving increases the risk of accidents.  Thus, rising number of accidents would increase the uptake of ambulance services.  According to the journal of Orthopedics, Traumatology and Rehabilitation, published by Wolters Kluwer Health, around 1.3 million people lose their lives annually due to road accidents, and nearly 20 million to 50 million people suffer non-fatal injuries causing disabilities post-injuries.  According to the U.S. Census Bureau, around 10.8 million road accidents occurred in 2009 across the world compared to 10.2 million in 2008.

Chronic diseases persist in patients for a long time (six months and more).  Cancer and diabetes are some of the examples of chronic diseases that increase the need for regular health checkup.  Patients avail ambulance services for transport to hospitals for regular health checks.  This increases the demand for ambulance services.  It has been opined by health care professionals that cancer is one of the leading causes of death worldwide, and accounts for around 13% of the global deaths annually.  According to the World Health Organization (WHO), the total number of cancer deaths is expected to increase by 45% from 2007 to 2030.  According to the National Cancer Institute (NCI), about 580,350 Americans died due to cancer in 2013.  Hence, increasing number of patients suffering from cancer would fuel the growth of the ambulance services market.

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Moreover,Bitcoins are “stored” or reflected on the World Diabetes Foundation (WDF) has estimateddigital transaction ledger known as the “blockchain,” which is a digital file stored in a decentralized manner on the computers of each Bitcoin Network or as applicable to other cryptocurrency users. A blockchain records the transaction history of all bitcoins in existence and, through the transparent reporting of transactions, allows the cryptocurrency network to verify the association of each bitcoin with the digital wallet that approximately 285 million people above 65 years were diagnosed with diabetesowns them. The network and software programs can interpret the blockchain to determine the exact balance, if any, of any digital wallet listed in 2010the blockchain as having taken part in a transaction on the cryptocurrency network.

Mining is the process by which bitcoins, for example, are created resulting in new blocks being added to the blockchain and thisnew bitcoins being issued to the miners. Miners engage in a set of prescribed complex mathematical calculations in order to add a block to the blockchain and thereby confirm cryptocurrency transactions included in that block’s data. Miners that are successful in adding a block to the blockchain are automatically awarded a fixed number is expectedof bitcoins for their effort. To begin mining, a user can download and run the network mining software, which turns the user’s computer into a node on the network that validates blocks.

All bitcoin transactions are recorded in blocks added to reach 438 million by 2030.  In addition, the National Diabetic Fact Sheetblockchain. Each block contains the details of some or all of the U.S., which was releasedmost recent transactions that are not memorialized in January 2013, stated that every year around 25.8 million childrenprior blocks, a reference to the most recent prior block, and adults are diagnosed with diabetes, which accounts for nearly 8.3%a record of the award of bitcoins to the miner who added the new block. Each unique block can only be solved and added to the blockchain by one miner; therefore, all individual miners and mining pools on the cryptocurrency network are engaged in a competitive process and are incentivized to increase their computing power to improve their likelihood of solving for new blocks.

The method for creating new bitcoins is mathematically controlled in a manner so that the supply of bitcoins grows at a limited rate pursuant to a pre-set schedule. Less than a year ago, Bitcoin was trading at about the same level as today, only to move to a price around $20,000 in December 2017. Mining economics have also been much more pressured by the Difficulty Rate – a computation used by miners to determine the amount of computing power required to mine bitcoin. The Difficulty Rate is directly influenced by the total U.S. population.  Thus, risingsize of the entire Bitcoin network. The Bitcoin network has grown six-fold in the past year, resulting in a six-fold increase in difficulty. Today, the network requires the computing power of 80 Bitmain S9 miners to mine one Bitcoin per month, where a year ago it required roughly 12. Meanwhile, demand from miners also drove up hardware and power prices, the largest costs of production. This deliberately controlled rate of bitcoin creation means that the number of kidney failures, diabetes, cancerbitcoins in existence will never exceed 21 million and other chronic disease patients would increasethat bitcoins cannot be devalued through excessive production unless the demandBitcoin Network’s source code (and the underlying protocol for ambulance services, thereby drivingbitcoin issuance) is altered.

Mining pools have developed in which multiple miners act cohesively and combine their processing power to solve blocks. When a pool solves a new block, the growth ofparticipating mining pool members split the market.

The ambulance services market by equipment is segmented into basic life support (BLS) and advanced life support (ALS).  Basic life support (BLS) ambulance or advanced life support (ALS) ambulance are provided to patients depending on their medical requirements.  Favorable reimbursement policies and rising demand for ALS ambulance services coupled with increasing number of emergency cases across the globe are likely to drive the growth of the ALS ambulance services market.

A basic life support (BLS) ambulance provides patients with basic medical equipment and services.  A BLS ambulance is equipped with medical devices such as automatic external defibrillator oxygen delivery devices, pulse oximetry and blood pressure monitoring equipment.  Medical services are provided by emergency medical practitioners and partially-trained personnel in a BLS ambulance.  BLS ambulance services are usually provided to patients with complex fractures, medical or surgical patients, discharge for home or some sub-acute care facilities and psychiatrist patients.  The growth is attributed to rising incidences of fractures (complex and other) due to road accidents.

The increased number of accidents augmented the demand for BLS ambulance services in the U.S. Increasing number of surgeries and hospital discharges would fuel the growth of the market as BLS ambulance services would be needed to transport patients from hospital to home and vice versa.  Patients who have undergone surgery and do not require medical monitoring are advised to make use of BLS.

Ambulance services are provided to a patientresulting reward based on the critical natureprocessing power they each contributed to solve for such block. The mining pool operator provides a service that coordinates the workers. Fees are paid to the mining pool operator to cover the costs of his/hers medical condition, whichmaintaining the pool. The pool uses software that coordinates the pool members’ hashing power, identifies new block rewards, records how much work all the participants are doing, and assigns block rewards in-proportion to the participants’ efforts. While we do not pay pool fees directly, pool fees (approximately 2% to 5%) are deducted from amounts we may include emergency ambulance servicesotherwise earn. Participation in such pools is essential for our mining business.

Our Cryptocurrency Operations

In our digital currency mining operations, the following models of miners are owned and deployed by the Company: Antminer S9, Antminer L3, Antminer A3, Antminer E3, Antminer X3, Innosillicon A4, PandaMiner Pro and Bitworks.

We utilize and rely on cryptocurrency pools to mine cryptocurrencies and generate a mixed selection of digital cryptocurrencies, including BTC, LTC, ETH, and ETN. Cryptocurrency payouts are paid to us by the pool operator, and the digital currency produced is either stored in a wallet (Coinbase) or non-emergency services.  Growthsold in this segmentopen market. Payout proceeds are automatically deposited in our corporate bank accounts.

The Digital Currency Markets

The value of bitcoins is mainly drivendetermined by increasingthe supply and demand of bitcoins in the bitcoin exchange market (and in private end-user-to-end-user transactions), as well as the number of emergency cases.merchants that accept them. However, merchant adoption is very low according to a Morgan Stanley note from the summer of 2018. As bitcoin transactions can be broadcast to the Bitcoin Network by any user’s bitcoin software and bitcoins can be transferred without the involvement of intermediaries or third parties, there are little or no transaction costs in direct peer-to-peer transactions on the Bitcoin Network. Third party service providers such as crypto currency exchanges and bitcoin third party payment processing services may charge significant fees for processing transactions and for converting, or facilitating the conversion of, bitcoins to or from fiat currency.

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The non-emergency ambulance services segment is expected to grow moderately during

Under the forecast period.  Increasing numberpeer-to-peer framework of hospitals globally would augment the demand for non-emergency ambulance services.

Patients seeking immediate medical help are provided with emergency ambulance services as their critical medical condition demands medical treatment at an initial stage (before reaching to hospital).  Emergency ambulances are incorporated with emergency sirenBitcoin Network, transferors and lights that enable the vehicle to avoid traffic and reach quickly at the hospital.  Emergency ambulances are generally equipped with advanced life support systems and are provided with medical professionals whorecipients of bitcoins are able to provide first-line treatment including drug administrationdetermine the value of the bitcoins transferred by mutual agreement, the most common means of determining the value of a bitcoin being by surveying one or more bitcoin exchanges where bitcoins are publicly bought, sold and monitoring.traded, i.e., the Bitcoin Exchange Market (“Bitcoin Exchange”).

Also,On each Bitcoin Exchange, bitcoins are traded with publicly disclosed valuations for each transaction, measured by one or more fiat currencies. Bitcoin Exchanges report publicly on their site the Centersvaluation of each transaction and bid and ask prices for Disease Control and Prevention (CDC) estimatedthe purchase or sale of bitcoins. Market participants can choose the Bitcoin Exchange on which to buy or sell bitcoins. To date, the SEC has rejected the proposals for bitcoin ETF’s, citing that around 129.8 million emergency visits were reportedlack of enough transparency in the cryptocurrency markets to be sure that prices are not being manipulated. The Wall Street Journal has recently reported on how bots are manipulating the price s of bitcoin on the crypto exchanges. However, on November 8, 2018, the SEC announced in an order (the "Order") that it had settled charges against Zachary Coburn, the founder of the digital token exchange EtherDelta, marking the first time that the SEC has brought an enforcement action against an online digital token platform for operating as an unregistered national securities exchange.

Although the cryptocurrency markets have been historically volatile and have weathered several up and down cycles over the past few years, recently these markets have been in a selloff phase for the past several months, possibly reflecting doubts as to the applicability of digital currencies in commercial applications and other factors. In this selloff, prices of digital currencies other than Bitcoin have experienced deeper percentage declines than Bitcoin. On December 31, 2017, Bitcoin was trading in the range of $18,000, and as of November 30, 2018 had declined to a $4,000 trading range. Other cryptocurrencies have experienced more substantial declines. Our revenues are directly affected by the Bitcoin market price specifically, which is the market leader for prices of all cryptocurrencies. In recent weeks, regulatory crackdowns have also weighed on prices. The Securities and Exchange Commission recently announced its first civil penalties against cryptocurrency founders as part of a wide regulatory and legal crackdown on fraud and abuses in the industry. In addition, Bloomberg News recently reported that regulators are investigating whether bitcoin's rally to almost $20,000 last year was the result of market manipulation. The U.S. aloneJustice Department is investigating whether tether, a controversial cryptocurrency that founders say is backed 1:1 by the U.S. dollar, was used by traders to prop up bitcoin, according to the report, which cited three unnamed sources familiar with the matter.

Competition

In cryptocurrency mining, companies, individuals and groups generate units of cryptocurrency through mining. Miners can range from individual enthusiasts to professional mining operations with dedicated data centers, with all of which we compete. Miners may organize themselves in 2013.  This increasingmining pools, with which we would compete. The Company currently participates in mining pools and may decide to invest or initiate operations in mining pools. At present, the information concerning the activities of these enterprises is not readily available as the vast majority of the participants in this sector do not publish information publicly or the information may be unreliable.

Government Regulation

Government regulation of blockchain and cryptocurrency under review with a number of emergency visits to hospitals would increasegovernment agencies, the demand for emergency ambulance services,Securities and Exchange Commission, the Commodity Futures Trading Commission, the Federal Trade Commission and the Financial Crimes Enforcement Network of the U.S. Department of the Treasury, and in turn augment market growth.

The projected increase in a disposable income will enhance the affordability for availing ambulance services and in turn accentuate the growth of the market.  Elderly people are susceptibleother countries. State government regulations also may apply to various medical conditionscertain activities such as infectioncryptocurrency exchanges (bitlicense, banking and cardiac disorders,money transmission regulations) and other activities. Other bodies which increases hospital visitsmay have an interest in regulating or investigating companies engaged in the blockchain or cryptocurrency business include the national securities exchanges and the Financial Industry Regulatory Authority. As the regulatory and legal environment evolves, the Company may in turn drivesits mining activities become subject to new laws, and further regulation by the demand for ambulance services.  In addition, increasing geriatric population in North America would support the growth of the ambulance services market.SEC and other agencies.

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EmsFind's Platforms

EMS Find - Business (B2C)

This platform connects health care providers (social workers, caregivers, ER nurses, case managers, discharge nurses, etc.) located or affiliatedBlockchain and cryptocurrency regulations are in a nascent state with health care facilities (hospital, nursing home, home care agency, dialysis center, cancer treatment center, hospice, pr center, etc.)agencies investigating businesses and public (patient, friends, family) with pre-screened, nearby transportation providerstheir practices, gathering information, and generally trying to schedule non-emergent transport (ALS, BLS, Wheelchair)understand the risks and uncertainties in timelyorder to protect investors in these businesses and efficient manner.  Upon acceptance of job, transportation company automatically pays EMS Find $5-$10 per trip via credit card.  Patients without insurance coverage willin cryptocurrencies generally. Various bills have also been proposed in Congress for adoption related to our business which may be adopted and have an access to discounted rate (paid via credit card or cash and collected by transportation company), pre-negotiated for their benefit.  Each accepted trip, will result in generation of significant revenue of $250-$1400 (ALS/BLS Ambulance Transport) and $50-95 (Wheelchair Transport) to the medical transportation company.  All billing is done by transportation provider.  Each Requestor can submit a request, cancel and track (real time) each trip by accessing Job Screen.  In addition, transportation provider can log in and access Job Screen to see which jobs are still available to accept, as well cancel or refer/forward job once it was accepted.

EMS Find - Enterprise (B2B)

This platform is developed to assist health care facilities and contracted transportation providers to schedule medical transports.  Platform is very similar in functionality to EMS Find Business.  There are no fees per trip. Revenue model is based on monthly fee, paid by transportation provider.

EMS Data Marketing

Under HIPPA regulations, we will able to market to health care organization, particularly medical/life insurance plans, regional/national ems organizations, drug manufacturers, home care equipment manufacturers and distributors and use this information for marketing purposes.

Trademark and Patents

We do not have a trademark registered at this time.  However, we have retained a law firm who is in the process of filing a provisional patent for our on-demand medical transport platform.

Government Regulation

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to our industry in any jurisdiction which we would conduct activities.

US Regulations

Our operations are or will be subject to various types of regulation at the federal, state and local levels.

We do not believe that government regulations will have a material impact on us. The offer and sale of digital assets in initial coin offerings, which is not an activity we expect to pursue, has been a central focus of recent regulatory inquiries. On November 16, 2018 the way we conduct business.SEC settled with two cryptocurrency startups, and reportedly has more than 100 investigations into cryptocurrency related ventures, according to a codirector of the SEC’s enforcement division (Wall Street Journal, November 17-18, 2018).

Research and DevelopmentFinancial

We have not spent any amounts on research and development activities duringDuring the year ended March 31, 2015.June 30, 2018, the Company purchased in excess of $1,443,000 of mining rigs (utilizing cash and non-cash consideration) and the number of owned mining rigs reached 770 at June 30, 2018, 487 rigs used in mining operations with a net book value of $524,636 and 285 rigs included in inventory and held for sale with a book value of $114,851. This number is directly related to the availability of the electric power for the mining rigs, which is currently at maximum utilization capacity at both of our locations. For financial accounting purposes, we record our mining rigs at the lower of cost or estimated net realizable value. At June 30, 2018, we wrote down our mining rigs by $754,372 to estimated net realizable value.

For the year ended June 30, 2018, we have recognized revenues totaling $306,407 from cryptocurrency operations (consisting of both mining and equipment sales transactions) which commenced November 22, 2017. At June 30, 2018, we owned mined intangible assets (Bitcoin, Ethereum and Litecoin) with a book value of $11,227.

Additional Capital Requirements

To continue to operate, complete and successfully operate our digital currency mining facilities and to fund future operations, we may need to raise additional capital for expansion or other expenses of operations. The amount and timing of future funding requirements will depend on many factors, including the timing and results of our ongoing mining operations, and potential new development and administrative support expenses. We anticipate that we will not incur any expenses on research and development over the next 12 months.  Our planned expenditures onseek to fund our operations through our cryptocurrency mining operations, further liquidation of our marketable securities, public or a business combination are summarized under the section of this annual report entitled “Management’s Discussion and Analysis of Financial Position and Results of Operations”.private equity or debt financings or other sources, such as potential collaboration agreements. If additional financing is required, we cannot be certain that it will be available to us on favorable terms, or at all.

Employees and Employment Agreements

At present time, we have no employees other thanone employee, Steve Rubakh, our sole officer and director, who devotes approximately 40 hours a week100% of his time to our business.operations. In addition, we rely on a group of subcontractors to build, install, manage, monitor and service our mining equipment. We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt such plans in the future. There are presently no personal benefits available to any officers, directors or employees.

employees; however, we at times do reimburse Mr. Rubakh for certain health insurance and medical costs.

Property

Our corporate offices are located at 73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006. Our telephone number is (215) 613-1111. Our lease provides for a monthly rental of $850 and is currently on a month-by-month basis. The lease will continue month-to-month after the expiration. We believe that our existing facilities are suitable and adequate and that we have sufficient capacity to meet our current anticipated needs. This facility is also used by mining operations.

Effective April 1, 2018, we assumed a two-year lease for property located at 190 Boundary Rd, Marlboro, New Jersey 07746. This 5,885 square foot property is primarily used for mining operations. The current monthly rent is $6,960, with a 5% increase in year two of the lease.

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Available Information

All reports of the Company filed with the SEC are available free of charge through the SEC’s website at www.sec.gov. In addition, the public may read and copy materials filed by the Company at the SEC’s Public Reference Room located at 100 F Street, N.E., Washington, D.C. 20549. The public may also obtain additional information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330.

Item

ITEM 1A. Risk FactorsRISK FACTORS.

Not applicableRisks Relating to Our Business

AN INVESTMENT IN THE COMPANY MUST BE CONSIDERED SPECULATIVE.

Our operations are dependent on the continued viable market performance of cryptocurrencies that we market, and in particular, the market value of Bitcoin. The decision to pursue blockchain and digital currency businesses exposes the Company to risks associated with a new and untested strategic direction. Under the current accounting rules, cryptocurrency is not cash, currency or a financial asset, but an indefinite-lived intangible asset; declines in the market price of cryptocurrencies would be included in earnings, whereas increases in value beyond the original cost or recoveries of previous declines in value would not be captured. The prices of digital currencies have varied wildly in recent periods and reflects "bubble" type volatility, meaning that high prices may have little or no merit, may be subject to rapidly changing investor sentiment, and may be influenced by factors such as technology, regulatory void or changes, fraudulent actors, manipulation and media reporting.

RAISING ADDITIONAL CAPITAL MAY CAUSE DILUTION TO OUR EXISTING STOCKHOLDERS, RESTRICT OUR OPERATIONS OR REQUIRE US TO RELINQUISH RIGHTS.

We may seek additional capital through a combination of private and public equity offerings, debt financings collaborations and strategic and licensing arrangements. To the extent that we raise additional capital through the sale of common stock or securities convertible or exchangeable into common stock, current stockholders’ ownership interest in the Company will be diluted. In addition, the terms may include liquidation or other preferences that materially adversely affect their rights as a stockholder. Debt financing, if available, would increase our fixed payment obligations and may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise additional funds through collaboration, strategic alliance and licensing arrangements with third parties, we may have to relinquish valuable rights to our product candidates, our intellectual property, future revenue streams or grant licenses on terms that are not favorable to us.

WE ARE INCREASINGLY DEPENDENT ON INFORMATION TECHNOLOGY SYSTEMS AND INFRASTRUCTURE (CYBER SECURITY).

Our operations are potentially vulnerable to breakdown or other interruption by fire, power loss, system malfunction, unauthorized access and other events such as computer hackings, cyber-attacks, computer viruses, worms or other destructive or disruptive software. Likewise, data privacy breaches by employees and others with permitted access to our systems may pose a risk that sensitive data may be exposed to unauthorized persons or to the public. It is critical that our systems provide a continued and uninterrupted performance for our business to generate revenues. There can be no assurance that our efforts will prevent significant breakdowns, breaches in our systems or other cyber incidents that could have a material adverse effect upon our business, operations or financial condition of the Company.

WE DEPEND HEAVILY ON OUR CHIEF EXECUTIVE OFFICER, AND HIS DEPARTURE COULD HARM OUR BUSINESS.

The expertise and efforts of Steve Rubakh, our Chief Executive Officer, are critical to the success of our business. The loss of Mr. Rubakh’s services could significantly undermine our management expertise and our ability to operate our Company.

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Risks Relating Generally to Our Operations and Technology

WE ARE RELIANT ON POOLS OF USERS OR MINERS THAT ARE THE SOLE OUTLET FOR SALES OF CRYPTOCURRENCIES THAT WE MINE.

We do not have the ability to sell our cryptocurrency production directly on the exchanges or markets that are currently where cryptocurrencies are purchased and traded. Pools are operated to pool the production on a daily of companies mining cryptocurrencies, and these pools are our sole means of selling our production of cryptocurrencies. Absent access to such pools, we would be forced to seek a different method of access to the cryptocurrency markets. There is no assurance that we could arrange any alternate access to dispose of our mining production.

WE MAY NOT BE ABLE TO RESPOND QUICKLY ENOUGH TO CHANGES IN TECHNOLOGY AND TECHNOLOGICAL RISKS, AND TO DEVELOP OUR INTELLECTUAL PROPERTY INTO COMMERCIALLY VIABLE PRODUCTS.

Changes in legislative, regulatory or industry requirements or in competitive technologies may render certain of our planned products obsolete or less attractive. Our mining equipment may become obsolete, and our ability to anticipate changes in technology and regulatory standards and to successfully develop and introduce new and enhanced products on a timely basis will be a significant factor in our ability to remain competitive. We cannot provide assurance that we will be able to achieve the technological advances that may be necessary for us to remain competitive or that certain of our products will not become obsolete.

THE SEC IS CONTINUING ITS PROBES INTO PUBLIC COMPANIES THAT APPEAR TO INCORPORATE AND SEEK TO CAPITALIZE ON THE BLOCKCHAIN TECHNOLOGY, AND MAY INCREASE THOSE EFFORTS WITH NOVEL REGULATORY REGIMES AND DETERMINE TO ISSUE ADDITIONAL REGULATIONS APPLICABLE TO THE CONDUCT OF OUR BUSINESS OR BROADENING DISCLOSURES IN OUR FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934.

As the SEC stated previously, it is continuing to scrutinize and commence enforcement actions against companies, advisors and investors involved in the offering of cryptocurrencies and related activities. At least one Federal Court has held that cryptocurrencies are “securities” for certain purposes under the Federal Securities Laws.

According to a recent report published by Lex Machina, securities litigation in general and those that are related to blockchain, cryptocurrency or bitcoin specifically, showed a marked increase during the first two quarters of 2018 as compared to 2017. The total number of securities cases that referenced "blockchain," "cryptocurrency" or "bitcoin" in the pleadings tripled in the first half of 2018 alone compared to 2017. On the same day, the SEC announced its first charge against unregistered broker-dealers for selling digital tokens after the SEC issued The DAO Report in 2017. The SEC charged TokenLot LLC (TokenLot), a self-described "ICO Superstore", and its owners, Lenny Kugel and Eli L. Lewitt, with failing to register as broker-dealers. On November 16, 2018 the SEC settled with two cryptocurrency startups, and reportedly has more than 100 investigations into cryptocurrency related ventures, according to a codirector of the SEC’s enforcement. As the regulatory and legal environment evolves, the Company may in its mining activities become subject to new laws, and further regulation by the SEC and other federal and state agencies.

Risks Related to Our Common Stock and its Market

BECAUSE CERTAIN EXISTING STOCKHOLDERS OWN A LARGE PERCENTAGE OF OUR VOTING STOCK, OTHER STOCKHOLDERS' VOTING POWER MAY BE LIMITED.

Steve Rubakh, our Chief Executive Officer, owns and/or controls a majority of the voting power of our common stock. As a result, Mr. Rubakh will have the ability to control all matters submitted to our stockholders for approval, including the election and removal of directors and the approval of any merger, consolidation or sale of all or substantially all of our assets. This stockholder may make decisions that are averse to your interests. See our discussion under the caption “Principal Stockholders” for more information about ownership of our outstanding shares.

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WE DO NOT HAVE A MAJORITY OF INDEPENDENT DIRECTORS ON OUR BOARD AND THE COMPANY HAS NOT VOLUNTARILY IMPLEMENTED VARIOUS CORPORATE GOVERNANCE MEASURES, IN THE ABSENCE OF WHICH STOCKHOLDERS MAY HAVE MORE LIMITED PROTECTIONS AGAINST INTERESTED DIRECTOR TRANSACTIONS, CONFLICTS OF INTEREST AND SIMILAR MATTERS.

Federal legislation, including the Sarbanes-Oxley Act of 2002, has resulted in the adoption of various corporate governance measures designed to promote the integrity of the corporate management and the securities markets. Some of these measures have been adopted in response to legal requirements. Others have been adopted by companies in response to the requirements of national securities exchanges, such as the NYSE or the NASDAQ Stock Market, on which their securities are listed. Among the corporate governance measures that are required under the rules of national securities exchanges are those that address board of directors’ independence, audit committee oversight, and the adoption of a code of ethics. We have not yet adopted any of these other corporate governance measures and since our securities are not yet listed on a national securities exchange, we are not required to do so. If we expand our board membership in future periods to include additional independent directors, we may seek to establish an audit and other committee of our board of directors. It is possible that if our Board of Directors included a number of independent directors and if we were to adopt some or all of these corporate governance measures, stockholders would benefit from somewhat greater assurance that internal corporate decisions were being made by disinterested directors. In evaluating our Company, our current lack of corporate governance measures should be borne in mind.

WE ARE INCURRING HIGH COSTS AS A RESULT OF BEING A PUBLICLY-TRADED COMPANY. AS A PUBLIC COMPANY, WE INCUR SIGNIFICANT LEGAL, ACCOUNTING AND OTHER EXPENSES THAT WE DID NOT INCUR AS A PRIVATE COMPANY.

We also have paid compensation through the issuance of shares of our common stock and warrants, the valuation of which has resulted in significant stock-based compensation. In addition, the Sarbanes-Oxley Act of 2002, as well as new rules subsequently implemented by the Securities and Exchange Commission, have required changes in corporate governance practices of public companies and will require us to comply with these rules. These new rules and regulations have will increase our legal and financial compliance costs and have made some activities more time-consuming and costlier. In addition, these new rules and regulations have made it more difficult and more expensive for us to obtain director and officer liability insurance, which we currently cannot afford to do. As a result of the new rules, it may become more difficult for us to attract and retain qualified persons to serve on our Board of Directors or as executive officers. We cannot predict or estimate the amount of additional costs we may incur as a result of being a public company or the timing of such costs.

OUR SHARE PRICE IS VOLATILE AND MAY BE INFLUENCED BY NUMEROUS FACTORS THAT ARE BEYOND OUR CONTROL.

Market prices for shares of mobile technology companies such as ours are often volatile. The market price of our common stock may fluctuate significantly in response to a number of factors, most of which we cannot control, including:

WE HAVE NO CURRENT PLANS TO PAY DIVIDENDS ON OUR COMMON STOCK AND INVESTORS MUST LOOK SOLELY TO STOCK APPRECIATION FOR A RETURN ON THEIR INVESTMENT IN US.

We do not anticipate paying any further cash dividends on our common stock in the foreseeable future. We currently intend to retain all future earnings to fund the development and growth of our business. Any payment of future dividends will be at the discretion of our board of directors and will depend on, among other things, our earnings, financial condition, capital requirements, level of indebtedness, statutory and contractual restrictions applying to the payment of dividends and other considerations that the board of directors deems relevant. Investors may need to rely on sales of their common stock after price appreciation, which may never occur, as the only way to realize a return on their investment. Investors seeking cash dividends should not purchase our common stock.

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OUR COMMON STOCK IS DEEMED TO BE “PENNY STOCK,” WHICH MAY MAKE IT MORE DIFFICULT FOR INVESTORS TO SELL THEIR SHARES DUE TO DISCLOSURE AND SUITABILITY REQUIREMENTS.

Our common stock is deemed to be “penny stock” as that term is defined in Rule 3a51-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These requirements may reduce the potential market for our common stock by reducing the number of potential investors. This may make it more difficult for investors in our common stock to sell shares to third parties or to otherwise dispose of them. This could cause our stock price to decline. Penny stocks are stock:

Broker-dealers dealing in penny stocks are required to provide potential investors with a document disclosing the risks of penny stocks. Moreover, broker-dealers are required to determine whether an investment in a penny stock is a suitable investment for a prospective investor. Many brokers have decided not to trade “penny stocks” because of the requirements of the penny stock rules and, as a result, the number of broker-dealers willing to act as market makers in such securities is limited. In the event that we remain subject to the “penny stock rules” for any significant period, there may develop an adverse impact on the market, if any, for our securities.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

Disclosure under Item 1B is not required of smaller reporting companies.

ITEM 2. PROPERTIES.

Item 2.  Description of Property

We do not currently own any property or real estate of any kind.  Our business offices are located at 10745 Haldeman Avenue, Philadelphia,73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19116.19006. Our telephone number is (215) 677-0200.613-1111. Our lease, including space added for digital currency mining operations, provides for a monthly rental of $850 and is on a month-to-month basis.

In connection with the digiMine acquisition, we assumed the obligation for a lease of facilities for digital currency mining operations at 190 Boundary Road, Marlboro, New Jersey 07746. The lease provides for a monthly rental of $6,986 per month through March 3, 2019, with an automatic renewal for one year with a 5% increase in the monthly rental.

We believe that our existing facilities are suitable and adequate and that we have sufficient capacity to meet our current anticipated needs.

ITEM 3. LEGAL PROCEEDINGS.

Item 3.  Legal Proceedings

WeThere are currently unawareno pending legal proceedings in which we are a party or in which any of our directors, officers or affiliates, any owner of record or beneficiary of more than 5% of any legal matters pendingclass of our voting securities is a party adverse to us or threatened againsthas a material interest adverse to us.

On May 4, 2018, the Company and LG Capital Funding, LLC ("LG") entered into a Forbearance Agreement related to a September 29, 2016 judgment for amounts due on a $125,000 promissory note payable to LG. The Company agreed to immediately pay LG $135,427 and to pay LG an additional $29,257 on July 1, 2018, which amounts have been paid.

ITEM 4. MINE SAFETY DISCLOSURES.

Item 4.  Mine Safety Disclosures

Not applicable.

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PART II

ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Our common stock is traded over-the-counter market and has been quoted on the OTCQB, since approximately April 24, 2015, under the symbol "EMSF.” The quotations in the table below reflect inter-dealer prices, without retail mark-up, mark-down, or commission and may not represent actual transactions.

Period		High				Low
Fiscal Year Ended June 30, 2016
Quarter ended September 30, 2015		$	1.38			$	1.09
Quarter ended December 31, 2015		$	1.50			$	0.42
Quarter ended March 31, 2016		$	0.57			$	0.33
Quarter ended June 30, 2016		$	0.39			$	0.03
Fiscal Year Ended June 30, 2017
Quarter Ended September 30, 2016		$	0.197			$	0.0142
Quarter Ended December 31, 2016		$	0.03			$	0.0078
Quarter Ended March 31, 2017		$	0.029			$	0.0022
Quarter Ended June 30, 2017		$	0.013			$	0.0008
Fiscal year Ended June 30, 2018
Quarter Ended September 30, 2017		$	0.18			$	0.05
Quarter Ended December 31, 2017		$	5.91			$	0.12
Quarter Ended March 31, 2018		$	2.42			$	0.95
Quarter Ended June 30, 2018		$	1.62			$	0.79
Fiscal Year Ended June 30, 2019
Quarter Ended September 30, 2018		$	1.02			$	0.261
Quarter Ended December 31, 2018 (through December 18, 2018)		$	0.50			$	0.11

The table reflects the 1-for-50 reverse stock split of the Company’s common stock effective September 21, 2018.

Holders

As of December 18, 2018, there were 17 holders of record of our common stock. This number does not include stockholders for whom shares were held in “nominee” or “street” name.

Dividend Distributions

We have not declared or paid any cash dividends on our common stock and do not anticipate declaring or paying any cash dividends in the foreseeable future. We currently expect to retain future earnings, if any, for the development of our business.

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Securities Authorized for Issuance under Equity Compensation Plans

Not applicable.

Recent Sales of Unregistered Securities

The table below sets forth information as to sales by the Company of unregistered securities not previously reported in the Company’s periodic filings for its fiscal year ended June 30, 2018.

Penny Stock

Our common stock is considered "penny stock" under the rules the Securities and Exchange Commission (the "SEC") under the Securities Exchange Act of 1934. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ Stock Market System, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or quotation system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the Commission, that:

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The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with:

PART IIIn addition, the penny stock rules that require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgement of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitably statement.

Item 5.  MarketThese disclosure requirements may have the effect of reducing the trading activity in the secondary market for Common Equity, our stock.

Related Stockholder Matters and Small Business

None.

Issuer Purchases of Equity Securities

Market Information

There is a limited public market for our common shares.  Our shares of common stock are listed on the OTCQB Board under the symbol EMSF.  No shares of our common stock have traded during our two most recent fiscal years.

Number of Holders

As of March 31, 2015, the 28,334,535 issued and outstanding shares of common stock were held by a total of 27 shareholders of record.

Dividends

No cash dividends were paid on our shares of common stock during the fiscal years ended March 31, 2015 and 2014.  We have not paid any cash dividends since our inception and do not foresee declaring any dividends on our common stock in the foreseeable future.

Recent Sales of Unregistered Securities

None.

Purchase of our Equity Securities by Officers and Directors

None.

Other Stockholder Matters

None.

ItemITEM 6. Selected Financial DataSELECTED FINANCIAL DATA

Not applicable to smaller reporting companies.applicable.

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Item

ITEM 7. Management'sMANAGEMENT’S DISCUSSION AND ANALYSIS OR FINANCIAL CONDITION AND RESULTS OF OPERATIONS

SPECIAL NOTE CONCERNING FORWARD-LOOKING STATEMENTS

We believe that it is important to communicate our future expectations to our security holders and to the public. This report, therefore, contains statements about future events and expectations which are “forward-looking statements” within the meaning of Sections 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934, including the statements about our plans, objectives, expectations and prospects under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations

Operations.” You should read the following discussioncan expect to identify these statements by forward-looking words such as “may,” “might,” “could,” “would,” “will,” “anticipate,” “believe,” “plan,” “estimate,” “project,” “expect,” “intend,” “seek” and analysis in conjunction with our financial statements, including the notes thereto, included in this Report.  Some of the informationother similar expressions. Any statement contained in this Reportreport that is not a statement of historical fact may containbe deemed to be a forward-looking statement. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933, as amended (the “Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  This information mayare reasonable, those statements involve known and unknown risks, uncertainties and other factors whichthat may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by anythese forward-looking statements.  Forward-looking statements, which involve assumptions and describewe can give no assurance that our future plans, strategiesobjectives, expectations and expectations, are generally identifiableprospects will be achieved.

Important factors that might cause our actual results to differ materially from the results contemplated by the use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project” or the negative of these words or other variations on these words or comparable terminology.  These forward-looking statements are contained in the “Risk Factors” section of and elsewhere in this Annual Report and in our subsequent filings with the Securities and Exchange Commission. The following discussion of our results of operations should be read together with our financial statements and related notes included elsewhere in this report.

GENERAL

We were incorporated in the State of Nevada on March 22, 2013 under the name Lightcollar, Inc. On March 22, 2015, we changed our name to EMS Find, Inc., and in May 2017, we changed our name to Integrated Ventures, Inc. We have licensed our Ems Find platform and related technologies to EpicMD, Inc. via a Licensing Agreement and management has determined to focus our business on developing and operating digital currency assets. Our offices are located at 73 Buck Road, Suite 2, Huntingdon Valley, Pennsylvania 19006.

We have discontinued our prior operations and changed our business focus, from our prior technologies relating to the EMS Find platform to acquiring, launching and operating companies in the cryptocurrency sector, mainly in digital currency mining, equipment manufacturing, and sales of branded mining rigs, as well as blockchain software development.

Financial

On November 22, 2017, we successfully launched our cryptocurrency operations. From that date through June 30, 2018, we had total revenues of $306,407, consisting of: (1) revenues from mining operations of $198,247 received primarily in digital currencies and (2) equipment retail sales of $108,160.

In transactions on April 16 and April 30, 2018, the Company purchased 150 and 97 Bitmain mining machines, respectively, together with associated assets, and restricted cash of $175,000 and $200,000 pursuant to two Asset Purchase Agreements with digiMine LLC (“digiMine.”) As of April 16, 2018, we assumed the lease obligation on one of the premises on which the business of digiMine operated in Marlboro, New Jersey.

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We have consolidated our digital currency mining operations in two locations, Huntingdon Valley, Pennsylvania and Marlboro, New Jersey. In connection with this consolidation, we closed our operations in two locations in Philadelphia, Pennsylvania.

In January 2018, two lenders completed the conversions of convertible promissory notes. In addition, on May 4, 2018, the Company and LG Capital Funding, LLC ("LG") entered into a Forbearance Agreement related to a September 29, 2016 judgment for amounts due on a $125,000 promissory note payable to LG. The Company agreed to immediately pay LG $135,427 and to pay LG an additional $29,257 on July 1, 2018, which amounts have been paid. As a result, as of June 30, 2018, all notes payable, including convertible debt and related derivative liabilities, have been eliminated.

On January 19, 2018 the Company closed an equity financing through a Securities Purchase Agreement with St. George Investments LLC for the purchase from the Company, for an aggregate purchase price of $750,000 of: (a) 462,900 shares of restricted Common Stock of the Company; and (b) a three-year common stock purchase warrant to purchase 347,175 shares of common stock of the Company at an exercise price of $2.16 per share. Net proceeds to the Company from the equity financing were $720,000. The Company estimated the fair value of the warrant, using the Black-Scholes option pricing model, at $607,556. The net proceeds received of $720,000 were allocated $411,429 to the shares purchased and $308,571 to the warrants issued based on assumptionsestimated relative fair values. No derivative liability was recorded for the warrant as the Company’s equity environment was not considered tainted on the warrant issuance date.

Collaborative Agreements

We have signed a software development agreement with ITBS LLC, a New York-based IT group, to create a new lending platform, LoanFunder, designed to connect private businesses and publicly traded companies with pre-qualified institutional lenders to originate loans, issue convertible debt notes and to manage the entire lifecycle of a lending contract, consisting of initiating, qualifying, underwriting, funding, tracking and retiring financial instruments. LoanFunder would be the world's first financial platform designed to integrate with decentralized and encrypted lending ledger, which offers a secure, efficient, verifiable and permanent way of storing lending information. Such protocols are the backbone of numerous digital currencies that are being mined by us, including Bitcoin, Ethereum and Litecoin.

We have signed an Authorized Reseller Agreement with Shenzhen Halley Cloud Technology Company, the exclusive manufacturer of PandaMiners. PandaMiner is a GPU integrated altcoin mining device which supports multiple hashing algorithms like ETH and other cryptocurrencies. It is assembled using a high configuration graphics card, customized and highly compatible case and other optimized accessories for the highest mining efficiency. As part of this Agreement, the Company agreed to purchase 50 PandaMiner B3 Pro mining rigs with total purchase price of $213,500, which purchase commitment has been completed.

The Digital Asset Market

The Company is focusing on the mining of digital assets, as well as blockchain applications (“blockchain”) and related technologies. A blockchain is a shared immutable ledger for recording the history of transactions of digital assets—a business blockchain provides a permissioned network with known identities. A Bitcoin is the most recognized type of a digital asset that is issued by, and transmitted through, an open source, math-based protocol platform using cryptographic security that is known as the “Bitcoin Network.” The Bitcoin Network is an online, peer-to-peer user network that hosts the public transaction ledger, known as the blockchain, and the source code that comprises the basis for the cryptography and math-based protocols governing the Bitcoin Network.

Bitcoins, for example, can be used to pay for goods and services or can be converted to fiat currencies, such as the US Dollar, at rates determined on Bitcoin exchanges or in individual end-user-to-end-user transactions under a barter system. The networks utilized by digital coins are designed to operate without any company or government in charge, governed by a collaboration of volunteer programmers and computers that maintain all the records. These blockchains are typically maintained by a network of participants which run servers while securing their blockchain. Third party service providers such as Bitcoin exchanges and bitcoin third party payment processing services may be incorrect,charge significant fees for processing transactions and for converting, or facilitating the conversion of, bitcoins to or from fiat currency.

This market is rapidly evolving and there can be no assurance that the projections included in these forward-looking statements will come to pass.  Our actual results could differ materially from those expressed or implied by the forward looking statements as a result of various factors.  We undertake no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

In addition to our current deficit, we expect to incur additional losses during the foreseeable future.  Until we are able to locate and acquire a target business, we will not be profitable.  Consequently, we will require substantial additional capital to continue our development and marketing activities.  There is no assuranceassurances that we will be ableremain competitive with industry participants that have or may have greater resources or experience in in this industry than us, nor that the unproven digital assets that we mine will ever have any significant market value.

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FINANCIAL OPERATIONS REVIEW

As discussed above, in November 2017 revenues commenced from our cryptocurrency mining operations and from sales of cryptocurrency mining equipment. Prior to obtain additional financing through private placements and/or public offerings necessarythat date, revenues were generated substantially from the now discontinued Ambulance services, which we have discontinued to support our working capital requirements.  To the extent that funds generated from any private placements and/or public offerings are insufficient, we will have to raise additional working capital through other sources, such as bank loans and/or financings.  No assurance can be given that additional financing will be available, or if available, will befocus on acceptable terms.new revenue sources.

We are incurring increased costs as a result of being a publicly-traded company. As a public company, we incur significant legal, accounting and other expenses that we did not incur as a private company. We also have paid compensation through the issuance of shares of our common stock and warrants, the valuation of which has resulted in significant stock-based compensation. In addition, the Sarbanes-Oxley Act of 2002, as well as new rules subsequently implemented by the Securities and Exchange Commission, have required changes in corporate governance practices of public companies.companies and will require us to comply with these rules. These new rules and regulations have increasedwill increase our legal and financial compliance costs and have made some activities more time-consuming and costly.  For example, as a result of becoming a public company, we have created additional board committees and have adopted policies regarding internal controls and disclosure controls and procedures.  In addition, we have incurred additional costs associated with our public company reporting requirements.costlier. In addition, these new rules and regulations have made it more difficult and more expensive for us to obtain director and officer liability insurance, which we currently cannot afford to do. As a result of the new rules, it may become more difficult for us to attract and retain qualified persons to serve on our Board of Directors or as executive officers. We cannot predict or estimate the amount of additional costs we may incur as a result of being a public company or the timing of such costs.

To operate our digital currency mining facilities and to fund future operations, we will need to raise additional capital. The amount and timing of future funding requirements will depend on many factors, including the timing and results of our ongoing development efforts, the potential expansion of our current development programs, potential new development programs and related general and administrative support. We anticipate that we will seek to fund our operations through further liquidation of our marketable securities, public or private equity or debt financings or other sources, such as potential collaboration agreements. We cannot be certain that anticipated additional financing will be available to us on favorable terms, or at all.

Results

RESTATEMENT OF FINANCIAL STATEMENTS FOR THE YEAR ENDED JUNE 30, 2017

The Company has restated its financial statements for the year ended June 30, 2017 to correct reporting of Operationsderivative liabilities associated with its convertible notes payable and warrants, stock-based compensation, gain on sale of investments and other miscellaneous corrections. See Note 13 to the accompanying financial statements. Numbers used in the following financial analysis and discussion for the year ended June 30, 2017 are taken from the restated financial statements.

Working Capital

RESULTS OF OPERATIONS

Cash Flows

YEAR ENDED JUNE 30, 2018 COMPARED TO THE YEAR ENDED JUNE 30, 2017

Revenues

In November 2017 we commenced operations in our first cryptocurrency mining location. Our cryptocurrency mining revenues were $198,247 for the year ended June 30, 2018.

We also had revenues from the sale of cryptocurrency mining units that we purchased or assembled for resale of $108,160 for the year ended June 30, 2018.

We did not have any operating revenues for the year ended June 30, 2017.

Cost of Revenues

Cost of revenues was $237,793 for the year ended June 30, 2018. Expenses associated with running our cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, utilities and monitoring services are recorded as cost of revenues. Also included in cost of revenues are the costs of purchasing or assembling the cryptocurrency mining units sold.

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Operating Revenues

During the year ended December 31, 2014 we earnedWe did not have any cost of revenues of $264,672, compared to revenues of $290,910 for the year ended December 31, 2013.  June 30, 2017.

CostOperating Expenses

General and administrative expenses increased $303,783 to $1,296,155 for the year ended June 30, 2018 from $992,372 for the year ended June 30, 2017. The increase in the current fiscal year was due to increases in payroll, stock-based compensation, loss on closing operating facilities and expenses supporting our cryptocurrency mining operations.

We engaged a valuation firm to determine the value of Salesthe shares of our Series B preferred stock issued in the April 2018 transactions with digiMine, and Gross Marginto allocate that purchase price to the assets acquired. The excess of the cost over the fair value of net assets acquired was recorded as goodwill of $4,153,510. At June 30, 2018, the Company reviewed the goodwill recorded in the digiMine acquisition and determined that a full impairment expense of $4,153,510 was required. Our equipment inventories held for sale and equipment used in our cryptocurrency mining operations are stated at the lower of cost or estimated realizable value. As of June 30, 2018, this equipment was written down to estimated net realizable value by a total of $754,374, equipment inventories by $534,001 and equipment used in operations by $220,373. As a result, total impairment expense was $4,907,884 for the year ended June 30, 2018. We had no impairment expense for the year ended June 30, 2017.

We incurred no research and development expenses for the year ended June 30, 2018. Research and development expense was $21,636 for the year ended June 30, 2017 and related to our mobile technology operations.

Other Income (Expense)

Our other income (expense) was comprised of the following for the years ended June 30:

Interest and other income are not currently material to our operations.

The decrease in our interest expense, which includes the amortization of debt discount and original issue discount, resulted from the extinguishment of our note payable and convertible notes payable during the current fiscal year.

During the year ended December 31, 2014June 30, 2018, we spentreported total net realized gains on sale of investments of $239,567, $284,577 from sales of common shares of Viva Entertainment, partially offset by a loss from sales of digital currencies of $45,010. By comparison, during the year ended June 30, 2017, we reported a realized gain on sale of investments of $30,664 from sales of common shares of Viva Entertainment.

In recording the $11,227 book value of digital currencies as of June 30, 2018, the Company recorded a loss of $2,821. As of June 30, 2017, the Company held a total of $170,87986,000,000 common shares of Viva Entertainment, recorded at market value of $253,998. In recording the market value of the Viva Entertainment common shares as of June 30, 2017, the Company recorded an unrealized gain on costinvestments of sales,$240,800.

The loss on disposition of property and equipment in the prior fiscal year resulted from the write off of the remaining assets of our medical transport business.

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We incurred a gain on extinguishment of debt in the current fiscal year compared to $183,815a loss on extinguishment of debt in the prior fiscal year due to the overall decrease in our indebtedness.

In December 2017, the Company and Global Opportunity Group LLC (“Global”), a lender, entered into an Exchange Agreement pursuant to which warrants held by Global to purchase a total of 11,115 shares of the Company’s common stock were cancelled in exchange for a convertible promissory note payable to Global in the principal amount of $25,000, which amount was recorded as a loss on settlement of warrants in the year ended June 30, 2018. There was no gain or loss on settlement of warrants in the year ended June 30, 2017.

We estimate the fair value of the derivatives associated with our convertible notes payable, warrants, and put back rights associated with certain Series B preferred stock using the Black-Scholes pricing model and multinomial lattice models that value the derivative liabilities based on a probability weighted discounted cash flow model using future projections of the various potential outcomes. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material.

Net Loss

As a result, largely due to recording impairment of assets, our net loss for the year ended December 31, 2013.June 30, 2018 was $5,577,450 compared to a net loss of $1,764,947 for the year ended June 30, 2017.

LIQUIDITY AND CAPITAL RESOURCES

Overview

As of June 30, 2018, we had total current assets of $170,517, including cash and restricted cash of $41,070, and total current liabilities of $2,964,340, resulting in a working capital deficit of $2,793,823. Included in current liabilities as of June 30, 2018 are derivative liabilities of $2,886,965, which we do not anticipate will require the payment of cash to settle. Exclusive of the derivative liabilities, we have substantially improved our financial condition as of June 30, 2018 as a result of the repayment of a note payable, the conversion of all convertible debt into shares of our common stock and the elimination of related derivative liabilities. With the extinguishment of these obligations, the Company will no longer have any debt requiring the payment of cash other than trade accounts payable and payroll obligations incurred in the normal course of business. In addition, we had a total stockholders’ deficit of $2,134,818 as of June 30, 2018.

We completed an equity financing in January 2018 that netted proceeds to us of $720,000 and completed two asset purchase agreements in April 2018, pursuant to which we received restricted cash totaling $375,000. As discussed above, we have converted two notes receivable from Viva Entertainment into shares of Viva Entertainment common stock and have sold the shares into the market to raise capital for our operations. During the year ended June 30, 2018, we received net proceeds from the sale of investments of $714,847, which we have used to fund our operations and to purchase property and equipment for our cryptocurrency mining operations. During the year ended June 30, 2018, we also received proceeds of $160,000 from subscriptions to purchase shares of our Series B Preferred Stock.

Sources and Uses of Cash

We used net cash in operations of $1,147,502 in the year ended June 30, 2018 as a result of our net loss of $5,577,450, non-cash gains totaling $737,985, increases in digital currencies of $198,286, prepaid expenses and other current assets of $1,500, inventories of $648,853, equipment deposits of $3,896, accrued interest receivable – related party of $98 and deposits of $13,973, and a decrease in due to related party of $1,711, partially offset by non-cash expenses totaling $6,003,828, and increases in accounts payable of $17,815 and accrued expenses of $14,607.

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By comparison, we used net cash in operating activities of $265,683 in the year ended June 30, 2017 as a result of our net loss of $1,764,947, non-cash gains totaling $271,464, increases in prepaid expenses and other current assets of $6,934 and accrued interest receivable – related party of $909, partially offset by non-cash expenses totaling $1,711,384, and increases in accounts payable of $18,353, accrued expenses of $25,842 and due to related party of $22,992.

During the year ended December 31, 2014, our gross margin was $93,793, compared to $107,095 forJune 30, 2018, we had net cash provided by investing activities of $417,881, comprised of restricted cash acquired in acquisition of $375,000 and net proceeds from the year ended December 31, 2013.sale of investments of $714,847, partially offset by purchase of investments of $9,651, increase in notes receivable of $49,880 and purchase of property and equipment of $612,435.

Operating Expenses and Net Loss

During the year ended December 31, 2014, we incurred operating total expensesJune 30, 2017, net cash provided by investing activities was $52,800, comprised of $50,413 compared with total operating expensesproceeds from the sale of $68,080 during the year ended December 31, 2013.marketable securities.

For the year ended December 31, 2014, we earned net income of $43,380 compared with net income of $76,366 for the year ended December 31, 2013.

Liquidity and Capital Resources

As at December 31, 2014, we had a cash balance of $168 and total assets of $41,635 compared with $818 of cash and total assets of $70,282 as at December 31, 2013.  The decrease in cash was due to cash used for operating expenses.    

As at December 31, 2014, we had total liabilities of $18,278 compared with total liabilities of $565 at December 31, 2013.  The increase in total liabilities was attributed to accounts payable as well as amounts payable to a related party.

As at December 31, 2014, we had a working capital deficit of $11,130 compared with a working capital surplus of $21,186 as at December 31, 2013.  The decrease in working capital surplus was due to our decrease in accounts receivable.

Cashflow from Operating Activities

During the year ended December 31, 2014,June 30, 2018, we receivedhad net cash provided by financing activities of $70,812$755,000, comprised of proceeds from operating activities as compared to receiving cashsale of $42,486 duringcommon stock of $720,000, proceeds from the year ended December 31, 2013.  The increase in cash receivedsale of preferred stock of $125,000 and proceeds from operating activities during the year was due to paymentstock subscriptions payable of outstanding obligations in 2013.$35,000, partially offset by repayment of note payable of $125,000.

10

Cashflow from Investing Activities

During the year ended December 31, 2014June 30, 2017, we had net cash provided by financing activities of $226,600, comprised of proceeds from convertible notes payable.

We will have to raise funds to complete and successfully deploy our digital mining facilities and to fund our operating expenses. We may have to borrow money from shareholders or issue debt or equity or enter into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We currently have no arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds for our operations will have a severe negative impact on our ability to remain a viable company.

Going Concern

The Company has reported recurring net losses since its inception and used net cash in operating activities of $nil$1,147,502 in investing activities compared to use of $8,780 during the year ended December 31, 2013.June 30, 2018. As of June 30, 2018, the Company had an accumulated deficit of $11,469,936 a total stockholders’ deficit of $2,134,818. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

CashflowThe accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The ability of the Company to reach a successful level of operations is dependent on the execution of management's plans, which include the raising of capital through the debt and/or equity markets, until such time that funds provided by operations are sufficient to fund working capital requirements. If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements.

There can be no assurances that the Company will be successful in attaining a profitable level of operations or in generating additional cash from Financing Activitiesthe equity/debt markets or other sources fund its operations. The financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary. Should the Company not be successful in its business plan or in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all operational activities and/or contemplate the sale of its assets, if necessary.

During the year ended December 31, 2014, we used net cash of $71,462 from financing activities compared with using net cash of $37,350 during the year ended December 31, 2013.SIGNIFICANT ACCOUNTING POLICIES

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Critical Accounting Policies

Management's discussion and analysis ofOur significant accounting policies are disclosed in Note 2 to our financial conditionstatements. The following is a summary of those accounting policies that involve significant estimates and resultsjudgment of operations are based on the financial statements, which are prepared in accordance with accounting principles generally accepted in the United Statesmanagement.

Use of America.  Estimates

The preparation of such financial statements in conformity with generally accepted accounting principles requires Managementmanagement to make estimates and assumptions that affect the reported amounts of assets and liabilities revenues and expenses and related disclosure of contingent assets and liabilities.  On an ongoing basis, Management will evaluate its estimates and will base its estimates on historical experience, as well as on various other assumptions in lightliabilities at the date of the circumstances surrounding the estimate,financial statements and the results will formreported amounts of revenue and expenses during the basisreporting period. Because of the use of estimates inherent in making judgments about the carrying values of our assets and liabilities that are not readily apparent from other sources.  It should be noted, however, thatfinancial reporting process, actual results could differ significantly from those estimates.

Digital Currencies

Digital currencies consist of Bitcoin, Litecoin and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services. Given that there is limited precedent regarding the classification and measurement of cryptocurrencies under current Generally Accepted Accounting Principles (“GAAP”), the Company has determined to account for these digital currencies as indefinite-lived intangible assets in accordance with Accounting Standards Update ("ASU") No. 350, Intangibles – Goodwill and Other, for the period covered by this report and in future reports unless and until further guidance is issued by the Financial Accounting Standards Board (“FASB”). An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not than an impairment exists. If it is determined that it is more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Realized gains on the sale of digital currencies are included in other income (expense) in the statements of operations.

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Property and Equipment

Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (transaction verification servers) and leasehold improvements, is stated at the lower of cost or estimated realizable value and is depreciated when placed into service using the straight-line method over estimated useful lives. The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has assessed the basis of depreciation of these assets and believes they should be depreciated over a three-year period due to technological obsolescence reflecting rapid development of hardware that has faster processing capacity and other factors. Additionally, as of June 30, 2018, the Company wrote down cryptocurrency mining equipment by $220,373 to estimated net realizable value. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal.

Management has determined that the three-year diminishing value best reflects the current expected useful life of transaction verification servers. This assessment takes into consideration the availability of historical data and management’s expectations regarding the direction of the industry including potential changes in technology. Management will review this estimate annually and will revise such estimates as and when data becomes available.

To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period, either as a result of changes in circumstances or through the availability of greater quantities of data, then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets.

Derivatives

The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date.

Where the number of warrants or common shares to be issued under these agreements is indeterminate, the Company has concluded that the equity environment is tainted, and all additional warrants and convertible debt are included in the value of the derivatives.

We estimate the fair value of the derivatives associated with our convertible notes payable, warrants and put-back rights associated with two asset purchase agreements using, as applicable, either the Black-Scholes pricing model or multinomial lattice models that value the derivative liability based on a probability weighted discounted cash flow model using future projections of the various potential outcomes. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. As of June 30, 2018, the Company had no convertible notes or warrants outstanding and no related derivative liabilities.

Impairment of Long-Lived Assets

All assets, including intangible assets subject to amortization, are reviewed for impairment when changes in circumstances indicate that the carrying amount of the asset may not be recoverable in accordance with ASC 350 and ASC 360. If the carrying amount of the asset exceeds the expected undiscounted cash flows of the asset, an impairment charge is recognized equal to the amount by which the carrying amount exceeds fair value or net realizable value. The testing of these intangibles under established guidelines for impairment requires significant use of judgment and assumptions. Changes in forecasted operations and other assumptions could materially differaffect the estimated fair values. Changes in business conditions could potentially require adjustments to these asset valuations. Total impairment expense, consisting of write downs for equipment inventories, cryptocurrency mining equipment and goodwill, totaled $4,907,884 for the year ended June 30, 2018.

Fair Value of Financial Instruments

Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of June 30, 2018 and 2017, the amounts reported for cash, prepaid expenses and other current assets, purchase deposits, accounts payable, accrued expenses, note payable and due to related party approximate fair value because of their short maturities.

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Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include:

	·	Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
	·	Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
	·	Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Our marketable securities are measured at fair value on a recurring basis and estimated as follows:

		Total				Level 1				Level 2				Level 3
June 30, 2018:
Marketable securities		$	1,700			$	1,700				-				-
Total assets measured at fair value		$	1,700			$	1,700			$	-			$	-
June 30, 2017:
Marketable securities		$	253,998			$	253,998			$	-			$	-
Total assets measured at fair value		$	253,998			$	253,998			$	-			$	-

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Our derivative liabilities are measured at fair value on a recurring basis and estimated as follows:

Stock-Based Compensation

The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. ASC Topic 718 requires companies to recognize in the statement of operations the grant-date fair value of stock awards, stock options, warrants and other equity-based compensation issued to employees. The value of the portion of an award that is ultimately expected to vest is recognized as an expense over the requisite service periods using the straight-line attribution method. The fair value of a stock award is recorded at the fair market value of a share of the Company’s stock on the grant date. The Company estimates the fair value of stock options and warrants at the grant date by using an appropriate fair value model such as the Black-Scholes option pricing model or multinomial lattice models.

The Company accounts for non-employee share-based awards based upon ASC 505-50, Equity-Based Payments to Non-Employees. ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the fair value of the goods and services or the fair value of the equity award, whichever is more reliably measurable. The fair value of the equity award is determined on the measurement date, which is the earlier of the date that a performance commitment is reached or the date that performance is complete. Generally, our awards do not entail performance commitments. When an award vests over time such that performance occurs over multiple reporting periods, we estimate the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, we adjust the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the date the performance is complete.

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Revenue Recognition

Our revenues currently consist of cryptocurrency mining revenues and revenues from the amount derivedsale of cryptocurrency mining equipment, recognized in accordance with ASC 605, Revenue Recognition. Revenue is recognized when: (i) persuasive evidence of a sales arrangement exists, (ii) the sales terms are fixed or determinable, (iii) title and risk of loss have transferred, and (iv) collectability is reasonably assured — generally when products are shipped to the customer and services are rendered. Amounts collected from Management's estimates under different assumptions or conditions.customers prior to shipment of products are recorded as deferred revenue. 

Loss per shareThe Company earns its cryptocurrency mining revenues by providing transaction verification services within the digital currency networks of crypto-currencies, such as Bitcoin, Litecoin and Ethereum. The Company satisfies its performance obligation at the point in time that the Company is computedawarded a unit of digital currency through its participation in the applicable network and network participants benefit from the Company’s verification service. In consideration for these services, the Company receives digital currencies, which are recorded as revenue using the weighted average numberclosing U.S. dollar price of common stock outstanding during the period.  Dilutedrelated cryptocurrency on the date of receipt. Expenses associated with running the cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, rent, utilities and monitoring services are recorded as cost of revenues.

There is currently no specific definitive guidance in GAAP or alternative accounting frameworks for the accounting for the production and mining of digital currencies and management has exercised significant judgment in determining appropriate accounting treatment for the recognition of revenue for mining of digital currencies. Management has examined various factors surrounding the substance of the Company’s operations and the guidance in ASC 605, Revenue Recognition, including when title and risk of loss have transferred, and collectability is reasonably assured being the completion and addition of a block to a blockchain and the award of a unit of digital currency to the Company. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies which could result in a change in the Company’s financial statements.

Off Balance Sheet Arrangements

The lease for our Pennsylvania location is on a month-to-month basis at $850 per share is computed usingmonth.

The lease for our New Jersey location, which was assumed in the weighted average numberdigiMine Acquisition, was effective April 1, 2018 for a period of common and potentially dilutive common stock outstanding duringone year at a monthly rental of $6,986, with an automatic one-year renewal period with a 5% increase in the period reported.  Our Management does not believemonthly rent.

Future lease payments under non-cancelable operating leases as of June 30, 2018 are as follows:

We currently have no other material off-balance sheet arrangements that any recently issued, but not yet effective accounting standards if currently adopted, wouldhave or are reasonably likely to have a current or future material effect on the our current financial statements.

Because we are a small, development stage company, with only one director, we have not yet appointed an audit committeecondition, changes in financial condition, revenues or any other committeeexpenses, results of our Board of Directors.operations, liquidity, capital expenditures or capital resources.

ITEM 7A. Quantitative and Qualitative Disclosures about Market RiskQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable to

Disclosure under Item 7A is not required of smaller reporting companies.

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Item 8. Financial Statements and Supplementary Data.

INTEGRATED VENTURES, INC.

EMS FIND, INC.

AuditedTABLE OF CONTENTS

December 31, 2014

Index

PCAOB Registered Auditors – www.sealebeers.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Integrated Ventures, Inc.

EMS Find, Inc.

Opinion on the Financial Statements

We have audited the accompanying balance sheets of EMS Find,Integrated Ventures, Inc. (the Company) as of December 31, 2014June 30, 2018 and 2013,2017 as restated, and the related statements of income,operations, stockholders’ equity (deficit),deficit, and cash flows for each of the years in the two-year period ended December 31, 2014. EMS Find, Inc.’s management is responsibleJune 30, 2018, and the related notes and schedules (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2018 and 2017 as restated, and the results of its operations and its cash flows for theseeach of the years in the two-year period ended June 30, 2018, in conformity with accounting principles generally accepted in the United States of America.

Restatement of the 2017 Financial Statements

As discussed in Note 13 of the footnotes to the June 30, 2018 and 2017 financial statements.statements, the accompanying 2017 financial statements have been restated to correct a misstatement.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on thesethe Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.misstatement, whether due to error or fraud. The companyCompany is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included considerationAs part of our audits, we are required to obtain an understanding of internal control over financial reporting, as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’sCompany’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the financial statements, assessingstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement presentation.statements. We believe that our audits provide a reasonable basis for our opinion.

In our opinion,The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, referredthe Company suffered a net loss from operations and has a net capital deficiency, which raises substantial doubt about its ability to above present fairly,continue as a going concern. Management’s plans regarding those matters are described in all material respects,Note 3. The financial statements do not include any adjustments that might result from the financial positionoutcome of EMS Find, Inc. as of December 31, 2014 and 2013, and the related statements of income, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended December 31, 2014, in conformity with accounting principles generally accepted in the United States of America.

/s/ Seale and Beers, CPAs

Seale and Beers, CPAs

Las Vegas, Nevada

July 21, 2015

this uncertainty.

/s/ M&K CPAS, PLLC

We have served as the Company’s auditor since 2018.

Houston, TX

December 27, 2018

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EMS Find, Inc.
Consolidated Balance Sheets
As of December 31, 2014 and Decemer 31, 2013
ASSETS
					As of			As of
					December 31,			December 31,
					2014			2013
	Current Assets
		Cash		$	168		$	818
		Accounts receivable			6,980			20,933
	Total Current Assets				7,148			21,751
	Other Assets
		Fixed assets, net			32,584			46,462
		Intangible assets, net			1,903			2,069
	Other Assets				34,487			48,531
	TOTAL ASSETS			$	41,635		$	70,282
LIABILITIES & STOCKHOLDERS' DEFECIT
	Short Term Liabilities
		Accounts payable		$	11,091		$	-
		Due to related party			7,187			30
		Payroll liabilities			-			535
	Total Short Term Liabilities				18,278			565
	TOTAL LIABILITIES			$	18,278		$	565
	Stockholders' Equity
		Series A Preferred stock,  $0.001 par value, (20,000,000 shares authorized
		1,000,000  and 500,000  shares issued and outstanding
		as of  December 31, 2014 and December 31, 2013)			1,000			500
		Common stock,  $0.001 par value, (100,000,000 shares authorized
		28,334,535 and 10,000,000  shares issued and outstanding
		as of  December 31, 2014 and December 31, 2013)			28,335			10,000
		Additional paid in capital			(201,967)			(93,392)
		Retained earnings			195,989			152,609
	Total Stockholders' Equity				23,357			69,717
		TOTAL LIABILITIES &
		STOCKHOLDERS' EQUITY			41,635			70,282

The accompanyingSee notes are an integral part of theseto financial statements

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EMS FIND, INC.
Consolidated Statements of Operations
For The Years Ended December 31, 2014  December 31, 2013
				December 31,			December 31,
				2014			2013
	Revenues
		Gross sales	$	264,672		$	290,910
		Cost of sales		170,879			183,815
	Gross profit			93,793			107,095
	Costs and Expenses
		Executive compensation		7,336			2,945
		Depreciation & amortization		14,044			13,158
		General & administrative		29,033			51,977
	Total Expenses			50,413			68,080
	Income From Operations			43,380			39,016
	Other Income
		Debt write off		-			37,350
	Total Other Income			-			37,350
	Net Income		$	43,380		$	76,366
		Basic and Diluted Earnings (Loss) per share	$	0.00		$	0.01
		Weighted average number of
		common shares outstanding		10,050,232			10,000,000

The accompanyingSee notes are an integral part of theseto financial statements

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EMS FIND, INC.
Consolidated Statement of Changes in Stockholders' Equity
For The Years  Ended December 31, 2014 and December 31, 2013
.		Preferred		Preferred		Common		Common		Additional		Accumulated
		Stock		Stock		Stock		Stock		Paid-in		Deficit		Total
				Amount				Amount		Capital
	Beginning Balance	500,000	$	500		10,000,000	$	10,000		(56,042)	$	76,243	$	30,701
	Member Draw									(37,350)				(37,350)
	Net Income December 31, 2013											76,366		76,366
	Balance, December 31, 2013	500,000		500		10,000,000		10,000		(93,392)		152,609		69,717
	Member Draw									(71,462)				(71,462)
	Recapitalization from reverse merger	500,000		500		18,334,535		18,335		(37,113)				(18,278)
	Net Income from December 31, 2014											43,380		43,380
	Balance, December 31, 2014	1,000,000		1,000		28,334,535		28,335		(201,967)		195,989		23,357