UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form

FORM 10-Q

(Mark One)

For the quarterly period ended JUNE 30, 2022

or

For the transition period from ____________ to ____________

Commission File Number 000-52047

Securities registered pursuant to Section 12(b) of the Act:

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 ☐ NO

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). ☒ Yes ☐ NO

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) ☐ YES ☒ NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. ☐ YES    ☐ NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

1,505,431,849 shares of common stock issued and outstanding as of July 15, 2022

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

GLOBAL FIBER TECHNOLOGIES, INC.

(formerly ECO TEK 360, INC. and Subsidiariessubsidiaries)

Condensed Consolidated Balance Sheets

As of June 30, 2022 and December 31, 2021

(Unaudited)

*Derived from audited financial statements

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

GLOBAL FIBER TECHNOLOGIES INC.

(formerly ECO TEK 360, INC. and Subsidiariessubsidiaries)

Condensed Consolidated StatementsStatement of Operations

For the six and three moths ended June 30, 2022 and 2021

(Unaudited)

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

GLOBAL FIBER TECHNOLOGIES, INC.

(formerly ECO TEK 360, INC. and Subsidiariessubsidiaries)

Condensed Consolidated StatementsStatement of Cash FlowsStockholders' Deficit

June 30, 2022 and 2021

(Unaudited)

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

GLOBAL FIBER TECHNOLOGIES, INC.

(formerly ECO TEK 360, INC. and subsidiaries)

Condensed Consolidated Statements of Cash flows

For the three months ended June 30, 2022 and 2021

(Unaudited)

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SeptemberJune 30, 20172022

(Unaudited)

NOTE 1 –- DESCRIPTION OF BUSINESS AND GOING CONCERN

Eco Tek 360,

Global Fiber Technologies, Inc. ("(“the Company"Company”) was incorporated in Nevada on March 25, 2005. As of SeptemberJune 30, 20172022 and December 31, 2016,2021, the Company had 400,000,0002,500,000,000 shares of authorized common stock.

During the second quarter, 2014 the Company formed Leading Edge Fashions, LLC of which it controls 51%. Effective December 31, 2014 the Company's Board of Directors determined it was in the best interest of the Company to discontinue the operations of Leading Edge Fashions, LLC.

The Company created a new limited liability company, Pure361, LLC ("Pure361")subsidiary, ECO CHAIN 360, Inc. in May 2015November 2018 for the purpose of operating the portion of the Company's business that is involved with the collection, rejuvenationas an intermediary providing an expedited trading platform for buyers and manufacturing of garments and other accessories for the uniform marketplace that serves the hospitality, food service, medical, manufacturing, education, military, transportation and other commercial uniform industries.sellers to efficiently consummate fiber transactions. The Company owns 51% of Pure361. Pure361ECO CHAIN 360, Inc. ECO CHAIN 360, Inc. has had no operations to date nor did it have assets or liabilities as of March 31, 2022 and December 31, 2021, respectively.

On June 18, 2019, the Company completed its acquisition of assets from AH Originals, Inc. (“AHO”), a corporation controlled by the same owner group of Global Fiber Technologies, Inc., for the consideration of 6,400,000 shares of common stock of the Company to be issued and the issuance of a promissory note of $447,150 that bears 3% interest per annum and have a one-year term with eight options to extend the maturity date for three-month periods. In addition, the Company issued to AHO 200,000 common shares of Authentic Heroes, Inc. (“AHI”), a subsidiary created by the Company, to hold the purchased assets. AHI has commenced minimal operations during the six months period ending June 30, 2022.

On January 27, 2022, Authentic Heroes, Inc. entered a joint venture with Maestro entertainment Corp. (“Maestro) and form a joint venture enterprise with a business name “Apogee Music and Entertainment”. The venture business purpose will be to manufacture, distribute, market and sell sound recordings solely in the form of long-playing vinyl music records through traditional brick and mortar retail locations in and throughout the United States of America, by means of direct-to-consumer retail sales initiated through a range of media platforms broadcasting in and directed to consumers. Both authentic Heroes and Maestro are to contribute $350,000 each as capital for the venture.

On March 29, 2022 Authentic Heroes, Inc entered into joint venture agreement with InvenTel.tv LLC to enter into association of mutual benefit and agree to jointly invest and set up a joint venture enterprise for the purpose of music creation and distribution of genre based music and music by individual artists utilizing the Maestro entertainment catalogue. The term of the venture will begin March 29, 2022 for the period of 10 years or upon mutually agreeing to terminate or sell the joint venture company with repayment of all debts then owed. In connection with this joint venture, the Company advanced InvenTel tv. LLC $325,000 as an  advances to purchase raw materials for reproducing Vinyl records for music rights obtained by Authentic heroes.

On April 18, 2022, Authentic Heroes Inc. entered into a licensejoint venture agreement with Pure System International Ltd. ("Pure"N.S.UC. Entertainment Group, LLC and created a Limited Liability Corporation Above the Beats Entertainment dba ATB Entertainment, under the operating agreement to engage in various activities in the industry of the music including but not limited to live concerts, podcasts, Non-Fungible Tokens, physical memorabilia utilizing patent protected manufacturing processes, and the licensing of talent within the music industry. Authentic Heroes will hold 70% interest in the Joint venture. As of June 30, 2022, there are significant activities with the Joint Venture.

On May 2, 2022, Authentic Heroes, Inc. (“Authentic Heroes”), a wholly owned subsidiary of Global Fiber Technologies, Inc., (the “Company”), entered into a License Agreement (the “License Agreement”) with the minority owner of Pure 361, relatedCompany’s Chief Executive Officer and Director, Paul Serbiak (“Serbiak”).

Pursuant to potential future operations in which Pure361 was granted the License Agreement, Serbiak agreed to provide Authentic Heroes with an exclusive license to use certain licensedof Serbiak’s intellectual property relatedrights, including Patent No. US 10,781,539 B2 entitled “AUTHENTICATABLE ARTICLES, FABRIC AND METHOD OF MANUFACTURE” and of the invention therein described, for products in the sports and music memorabilia business.

In exchange for such license, Authentic Heroes agreed to (i) pay Serbiak $100 within ten business days of License Agreement and a fee of $10,000 on or before January 1, 2023, (ii) pay Serbiak royalties of 1% of the manufacturingrevenue generated from the sale of uniformsthe products amounting to at least $3,000,000 in revenue at year three of the License Agreement and another 1% of the revenue generated from recyclable waste. Pure361 has had no operationsthe sale of the products amounting to date.at least $10,000,000 in revenue at year five (5) of the License Agreement. If Authentic Heroes fails to achieve at least $3,000,000 in revenue at year three or $10,000,000 in revenue at year five from this date of the License Agreement, then the exclusive license shall be a non-exclusive license.

The Company created a new wholly owned subsidiary, Progressive Fashions Inc. ("PFI") in February 2016 for the purpose of designing, producing and marketing the EMME® Activewear Collection. On June 5, 2017 the Company and True Beauty, LLC (the company that controls the EMME® trademark) terminated the license agreement. PFI has had no operations to date.

Basis of Presentation: Unaudited Interim Financial Information

The accompanying interim condensed consolidated financial statements are unaudited. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all of the normal recurring adjustments necessary to present fairly the financial position and results of operations as of and for the periods presented. The interim results are not necessarily indicative of the results to be expected for the full year or any future period.

Certain information and footnote disclosures normally included in the condensed consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"(“SEC”). The Company believes that the disclosures are adequate to make the interim information presented not misleading.

These condensed consolidated financial statements should be read in conjunction with the Company'sCompany’s audited consolidated financial statements and the notes thereto included in the Company'sCompany’s Report on Form 10-K10-K/A filed on March 31, 2017April 15, 2022, for the years ended December 31, 20162021, and 2015.2020.

Going Concern

The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles, which contemplates continuation of the Company as a going concern. The Company has an accumulated deficit of $30,530,887$35,032,206 and $29,730,893$35,222,530 as of SeptemberJune 30, 20172022, and December 31, 2016,2021, respectively. In addition, as of June 30, 2022, and December 31, 2021, the Company had a working capital deficit of $3,385,594 and $3,853,273, respectively, which include losses of $799,994 and $162,577 for the nine months ended September 30, 2017 and 2016, respectively.with limited cash resources available. Consequently, the aforementioned items raise substantial doubt about the Company'sCompany’s ability to continue as a going concern within one year after the date that the financial statements are issued.

The Company's ability Management plans to raise additional debt or equity and continue to settle obligations by issuing stock. Management plans to continue as a going concern is dependent upon its ability to repay or settle its current indebtedness, acquireraise additional debt and equity until the Company has positive cash flows from an operating business and raise capital through equity and debt financing or other means on desirable terms.company. If the Company is unable to obtain additional funds when they are required or if the funds cannot be obtained on favorable terms, management may be required to restructure the Company or cease operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

NOTE 2 –SUMMARY- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The accompanying consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary, Trident Merchant Group,subsidiaries, ECO CHAIN 360, Inc., Leading Edge Fashion, LLC which is 51% owned, and Pure361, LLC which is 51% owned. All significant intercompany accounts and transactions have been eliminated.

Reclassifications

Certain amountsAs noted above in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassificationsNote 1 ECO CHAIN 360, Inc., had no effect on reportedoperations, assets or liabilities as of June 30, 2022, and December 31, 2021. Because of this, a non-controlling interest is not reflected in these financial statements. In addition, the Company has consolidated net (loss)Authentic Heroes, Inc., Inc. of which the Company owns 80%.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and investments in money market funds. The Company considers all highly-liquidhighly liquid instruments with an original maturity of 90 days or less at the time of purchase to be cash equivalents.

Advances

Advances made to the parties in a Joint Venture as part of company’s initial investment. Advances as of June 30, 2022, and December 31, 2021, $325,000 and 0 respectively.  Advances as of June 30, 2022, will be utilized to purchase raw materials for reproducing Vinyl records for music rights obtained by Authentic heroes. 

Equipment

Property and equipment are stated at cost. Costs of replacements and major improvements are capitalized, and maintenance and repairs are charged to operations as incurred. Depreciation expense is provided primarily by the straight-line method over the estimated useful lives of the assets which is seven years.as follows:

Depreciation expense amounted to $58,970 and $58,970 for the six months ended June 30, 2022 and 2021, respectively.

The long-lived assets of the Company are reviewed for impairment in accordance with ASC 360, “Property, Plant and Equipment” (“ASC 360”), whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets.

During the six months ended June 30, 2022, and 2021, no impairment losses have been identified.

Intangible Assets

The Company accounts for intangible assets (including trademarks and website) in accordance with ASC 350 “Intangibles-Goodwill and Other” (“ASC 350”). ASC 350 requires that goodwill and other intangibles with indefinite lives be tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of an asset has decreased below its carrying value. In addition, ASC 350 requires that goodwill be tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis and between annual tests when circumstances indicate that the recoverability of the carrying amount of goodwill may be in doubt. Application of the goodwill impairment test requires judgment, including the identification of reporting units; assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value. Significant judgments required to estimate the fair value of reporting units include estimating future cash flows, determining appropriate discount rates and other assumptions. Changes in these estimates and assumptions or the occurrence of one or more confirming events in future periods could cause the actual results or outcomes to materially differ from such estimates and could also affect the determination of fair value and/or goodwill impairment at future reporting dates.

The cost of intangible assets with determinable useful lives is amortized to reflect the pattern of economic benefits consumed, either on a straight-line or accelerated basis over the estimated periods benefited. Patents, technology and other intangibles with contractual terms are generally amortized over their respective legal or contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed and lives of intangible assets with determinable lives may be adjusted.

We amortize the cost of our intangible assets over the 15-year estimated useful life on a straight-line basis.

The following table sets forth the amortization for the intangible assets at June 30, 2022 and December 31, 2021.

Prepaid interest and deposits

Prepaid interest and deposits consist of debt discounts,prepaid consulting fees, OTC market annual fees and amounts paid for deposits on property, plant and equipment.license agreement. Prepaid interest is amortized over the life of the related liability.

Revenue Recognition

The Company recognizes revenue from its contracts with customers in accordance with ASC 606 - Revenue from Contracts with Customers. The Company recognizes revenues when satisfying the performance obligation of the associated contract that reflects the consideration expected to be received based on the terms of the contract.

Revenue forrelated to contracts with customers is evaluated utilizing the women's fashion division will be recognizedfollowing steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation.

Accounts Receivable

Accounts receivables are recorded in accordance with ASC 310, “Receivables.” Accounts receivables are recorded at the point-of-saleinvoiced amount and do not bear interest. The allowance for retail store sales, netdoubtful accounts is the Company’s best estimate of estimated customer returns. Revenue is recognized at the completionamount of a job or service for the consulting division. Revenue is presented on a net basis andprobable credit losses in its existing accounts receivable. The Company does not includecurrently have any tax assessed by a governmental or municipal authority. Payment for merchandise at stores and through the Company's direct-to-consumer channel will be tendered by cash, check, credit card, debit card or gift card. Therefore, the Company's need to collect outstanding accounts receivable for its retail and direct-to-consumer channel is negligible and mainly results from returned checks or unauthorized credit card transactions. The Company maintainsamount recorded as an allowance for doubtful accounts. Based on management’s estimate and based on all accounts being current, the Company has not deemed it necessary to reserve for its consulting servicedoubtful accounts receivable, which management reviews on a regular basis and believes is sufficient to cover potential credit losses and billing adjustments. Deposits for consulting services are recognized as a sale upon completion of service.at this time.

The Company accounts for a gift card transaction by recording a liability at the time the gift card is issued to the customer in exchange for consideration from the customer. A liability is established and remains on the Company's books until the card is redeemed by the customer, at which time the Company records the redemption of the card for merchandise as a sale or when it is determined the likelihood of redemption is remote, based on historical redemption patterns. Revenues attributable to gift card liabilities relieved after the likelihood of redemption becomes remote are included in sales and are not material.Income Taxes

Sales Return Reserve

The Company records a reserve for estimated product returns where the sale has occurred during the period reported, but the return is likely to occur subsequent to the period reported and may otherwise be considered in-transit. The reserve for estimated in-transit product returns is based on the Company's most recent historical return trends. If the actual return rate or experience is materially higher than the Company's estimate, additional sales returns would be recorded in the future.

Income Taxes

Income taxes are accounted for under the asset and liability method as stipulated by ASC 740 "Income“Income Taxes."” Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities or a change in tax rate is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced to estimated amounts to be realized by the use of a valuation allowance. A valuation allowance is applied when in management'smanagement’s view it is more likely than not that such deferred tax asset will be unable to be utilized.

The Company adopted certain provisions under ASC Topic 740, which provide interpretative guidance for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Effective with the Company'sCompany’s adoption of these provisions, interest related to the unrecognized tax benefits is recognized in the financial statements as a component of income taxes.

In the unlikely event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax positions would be recorded if the Company determined it is probable that a position would not be sustained upon examination or if payment would have to be made to a taxing authority and the amount is reasonably estimated.

As of June 30, 2022, and December 31, 2016 and 2015,2021, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authorities. The Company'sCompany’s tax returns are subject to examination by the federal and state tax authorities for the years ended 20052017 through 2016.2021.

Impairment or Disposal of Long-Lived Assets

ASC Topic 360 (formerly FASB issued Statement No. 144), "Accounting for the Impairment or Disposal of Long-Lived Assets" ("FAS 144"), clarifies the accounting for the impairment of long-lived assets and for long-lived assets to be disposed of, including the disposal of business segments and major lines of business.  Long-lived assets are reviewed when facts and circumstances indicate that the carrying value of the asset may not be recoverable.  When necessary, impaired assets are written down to their estimated fair value based on the best information available. No impairment was necessary as of September 30, 2017 or September 30, 2016.

Stock-based Compensation

We account for stock-based awards at fair value on the date of grant and recognize compensation over the service-period that they are expected to vest. We estimate the fair value of stock options and stock purchase warrants using the Black-Scholes option pricing model. The estimated value of the portion of a stock-based award that is ultimately expected to vest, taking into consideration estimated forfeitures, is recognized as expense over the requisite service periods. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical period, of time, of other comparative securities, equal to the weighted average life of the options. The estimate of stock awards that will ultimately vest requires judgment, and to the extent that actual forfeitures differ from estimated forfeitures, such differences are accounted for as a cumulative adjustment to compensation expenses and recorded in the period that estimates are revised.

Beneficial Conversion Feature

For conventional convertible debt where the rate of conversion is below market value, the Company records any “beneficial conversion feature” (“BCF”) intrinsic value as additional paid in capital and related debt discount.

When the Company records a BCF, the relative fair value of the BCF is recorded as a debt discount against the face amount of the respective debt instrument. The discount is amortized over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed.

Debt Issue Costs

The Company may pay debt issue costs in connection with raising funds through the issuance of debt whether convertible or not or with other consideration. These costs are recorded as debt discounts and are amortized over the life of the debt to the statement of operations as amortization of debt discount.

Original Issue Discount

If debt is issued with an original issue discount, the original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized over the life of the debt to the statement of operations as amortization of debt discount. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed.

Use of Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the valuation of stock-based awards issued and derivatives embedded in financial instruments. Estimates are used in the determination of depreciation, the valuation of non-cash issuances of common stock, stock options and options issued as stock based compensation.warrants, valuing convertible notes for beneficial conversion features, among others.

Fair Value

FASB ASC 820, Fair Value Measurements and Disclosures ("(“ASC 820"820”) establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value 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 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

Level 1—-Quoted market prices for identical assets or liabilities in active markets or observable inputs;inputs.

Level 2—-Significant other observable inputs that can be corroborated by observable market data; and

Level 3—-Significant unobservable inputs that cannot be corroborated by observable market data.

The carrying amounts of cash, accrued compensation, accounts payable and other liabilities, accrued interest payable, and short-term portion of notes payable approximate fair value because of the short-term nature of these items.

Concentration of Credit Risk

The carrying value of short-term financial instruments, including cash, restricted cash, trade accounts receivable, accounts payable, accrued expenses and short-term debt, approximates the fair value of these instruments. These financial instruments generally expose the Company to limited credit risk and have no stated maturities or have short-term maturities and carry interest rates that approximate market. The Company maintains cash balances at financial institutions that are insured by the FDIC. At SeptemberOn June 30, 2017,2022, and December 31, 2016,2021, the Company had no amounts in excess of the FDIC limit.

NOTE 3 – CAPITAL STOCKNew Accounting Pronouncements

In July 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. This update addresses several aspects of the accounting for nonemployee share-based payment transactions and expands the scope of ASC 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The main provisions of the update change the way nonemployee awards are measured in the financial statements. Under the simplified standards, nonemployee options will be valued once at the date of grant, as compared to at each reporting period end under ASC 505-50. At adoption, all awards without established measurement dates will be revalued one final time, and a cumulative effect adjustment to retained earnings will be recorded as the difference between the pre-adoption value and new value. Companies will be permitted to make elections to establish the expected term and either recognize forfeitures as they occur or apply a forfeiture rate. Compensation expense recognition using a graded vesting schedule will no longer be permitted. This pending content is the result of the FASB’s Simplification Initiative, to maintain or improve the usefulness of the information provided to the users of financial statements while reducing cost and complexity in financial reporting. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. Because the Company does not currently have any outstanding awards to non-employees for which a measurement date has not been established the adoption of ASU 2018-07 does not have a material impact to the Company’s financial statements and related disclosures upon adoption. The adoption of this standard will change the way that the Company accounts for non-employee compensation in the future.

In January 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842, which amends ASC Topic 842. Among other things, the new standard requires us to recognize a right of use asset and a lease liability on our balance sheet for leases. It also changes the presentation and timing of lease-related expenses. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the effect this guidance may have on its financial position, results of operations, comprehensive income, cash flows and disclosures.

In February 2016, the FASB issued ASU No. 2016-02 Leases (Topic 842) intended to improve financial reporting around leasing transactions. The ASU affects all companies and other organizations that lease assets such as real estate, airplanes, and manufacturing equipment. The ASU will require organizations that lease assets - referred to as “lessees”- to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. For public companies, the standard is effective for fiscal years beginning after December 15, 2018, and interim periods therein. Earlier adoption is permitted for any annual or interim period for which financial statements have not yet been issued. The Company adopted this ASU beginning on January 1, 2019, and will utilize the modified retrospective transition approach, as prescribed within this ASU. The adoption of ASC 842 did not have a material effect on the Company’s financial statements.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation.

NOTE 3 - CAPITAL STOCK

Preferred Stock

The Company has designated a "Class“Class B Convertible Preferred Stock"Stock” (the "Class“Class B Preferred"Preferred”). The number of authorized shares totals 1,000,000 and the par value is $.001$0.001 per share. The Class B Preferred shareholders vote together with the common stock as a single class. The holders of Class B Preferred are entitled to receive all notices relating to voting as are required to be given to the holders of the Common Stock. The holders of shares of Class B Preferred shall be entitled to 10,000 votes per share. The Class B Preferred Stock will have the rights to liquidation as all classes of the Common Stock of the Company. The Class B Preferred stockholders are entitled to receive non-cumulative dividends at the rate of 8% per annum and are accrued daily. The Class B Preferred Stock shall be redeemed by the Corporation for 100% of the original purchase price plus the amount of cash dividends accrued on the earlier of 6 months from the date of issuance, or the date that the Corporation received its funding from any outside source in conjunction with a merger, reverse merger or any change of control. In the event of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary, the holders of the Class B Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any assets of the Corporation to the holders of the Common Stock, the amount of $.035$0.035 per share plus any and all accrued but unpaid dividends.

During the fourth quarter, 2011, 200,000 shares of the Series B Preferred Stock were issued to a related party for reimbursement of $7,500 of legal and accounting fees paid on behalf of the Company.

Common Stock

As of SeptemberJune 30, 20172022, and December 31, 2016,2021, the Company had 18,738,8771,505,431,849 and 19,209,1611,450,210,322 shares of its $0.001 par value common stock issued and outstanding, respectively.   In addition, as of September 30, 2017, and December 31, 2016, the Company had 1,451,666 and 871,666 shares of common stock issuable, respectively.

In February 2016, the Company issued 50,000 shares of its common stock at a value of $1.00 per share for $50,000 to a board director for payment of services.

In March 2016, the Company issued 250,000 shares of its common stock at a value of $1.00 per share for $250,000 in payment for consulting services.  In addition, the Company granted a warrant to the consultant to purchase 250,000 shares of common stock at $0.50 per share for a period of two years.  The fair value of these warrants at the time they were granted was approximately $170,000 and was calculated using the Black-Scholes-Merton model. During the nine months ended September 30, 2017, and 2016, $0 and $56,658 was expensed, respectively.

The following assumptions were used for the warrants granted in March 2016 are as follows:

The following table summarizes information relating to outstanding and exercisable stock warrants as of September 30, 2017:

In March 2016, the Company issued 50,000 shares of its common stock at a value of $1.00 per share for $50,000 as payment for consulting services.

In the nine month period ended September 30, 2016, the Company issued 200,000 shares of its common stock at a value of $1.00 per share, in conjunction with the extension of the maturity date of the $100,000 note.  $150,000 was amortized as of September 2016, and $50,000 is being amortized for the period ended August 31, 2017. The unamortized portion as of September 30, 2017 and December 31, 2016 was $0 and $21,622, respectively. Amortization expense for the nine months ended September 30, 2017, and 2016, was $21,622 and $18,919, respectively.

In March 2016, the Company issued 884,001 shares of its common stock at approximately $0.25 per share amounting to $250,000 to two individuals for monies received in 2015 from subscription agreements that were entered into with the Company in 2015.  115,100 shares remain issuable related to these subscription agreements as of September 30, 2017.

During the ninesix months ended SeptemberJune 30, 2017,2022, the Companycompany issued 29,716 common stock39,582,832 shares to convert notes payable valued at $.30 per share for $8,885 of consulting services.

On February 14, 2017, the Chief Technical Officer resigned. On June 8, 2017, the Company authorized the cancellation of 500,000 shares held by the Chief Technical Officer. As of September 30, 2017 the shares were voluntarily returned, and were cancelled by the Company in August 2017.

Stock Options

In the nine months ended September 30, 2017 the Company granted 2,650,000 options to consultants, employees and management. One hundred thousand of those options had an exercise price of $.0001, and 250,000 options at an exercise price of $0.01 vested immediately and were valued at the fair value of the Company’s stock at the measurement date less the exercise price. The value of the options was $151,490 and recorded as stock based compensation. The other 2,300,000 of options vested immediately and the fair value of these options were calculated using the Black-Scholes-Merton model. The stock compensation expense related to these options for the nine months ended September 30, 2017 was $341,327.

The following assumptions were used for the options granted in the period ended September 30, 2017 are as follows:

NOTE 4 – NOTES PAYABLE

Unsecured Notes Payable

On November 25, 2014, the Company issued an unsecured promissory note to an individual in the amount of $100,000 at 10% interest and due on April 1, 2015. On April 1, 2016 the Company entered into a forbearance agreement.  The Company was granted an extension of the note through September 30, 2016 in consideration of 150,000 shares of common stock valued at $150,000 with interest accruing after March 29, 2016 at 12%.  The lender was issued an additional 50,000 shares valued at $50,000 to extend the note to August 31, 2017.  The note and$354,777 including accrued interest was $131,333 and $122,333 as of September 30, 2017, and December 31, 2016.  The initial extension fee was amortized ratably over the extension period of 180 days. The subsequent extension fee is amortized over the period of the extension. During the nine months ended September 30, 2017, and September 30, 2016, the amortization expense on the extension fees were $21,622, and $50,000, respectively. The note remains unpaid as of September 30, 2017 and is currently in default.interest.

During the yearsix months ended December 31, 2016, the Company received two separate payments of $12,500, totaling $25,000, as secured notes. The notes are non-interest bearing, and have no terms of repayment. The balance of the notes was $25,000 as of SeptemberJune 30, 2017.

On December 12, 2016,2021, the Company issued an1,000,000 shares of common stocks for services rendered valued at $10,000.

NOTE 4 - NOTES PAYABLE

Unsecured Notes Payable

The balances of unsecured notes as of June 30, 2022 and December 31, 2021, was $257,995 and $274,852, balances include accrued interest of $36,024 and 28,961as of June 30, 2022 and December 31, 2021.Unsecured promissory notenotes are notes received from individual accredited investors from November 2014 to an investor. The note bears2017 and interest accrued at 5% and matured on June 30, 2017. As of December 31, 2016, payments from the investor are $2,200. On January 11, 2017 the investor loaned an additional $5,000 relatedexcept for two notes amounting to the promissory$25,000 which is non-interest-bearing note. The balance of this note plus accrued interest totals $7,468 as of September 30, 2017. The notes are currently unpaid and in default.

Convertible Notes Payable - related party

In August 2015, Thethe Company issued an unsecured promissory note to an investor in the amount of $50,000, convertible to common stock at $1.00 per share. The note bears an interest rate of 8% per annum and matured on August 8, 2016. The note is currently unpaid and in default. The note was also issued with a warrant for this investor to purchase 25,000 shares of common stock at $1.50 for a period of 2 years.  The fair value of these warrants was approximately $3,909 as of December 31, 2016 and was calculated using the Black-Scholes-Merton model. The note does not contain a beneficial conversion feature. The balance of this note plus accrued interest totals were $58,500$84,568 and $55,500$78,568 at September 30, 2017June 30,2022 and December 31, 2016,2021. Accrued interest included in the balances was $34,568,568 and $28,568 for June 30, 2022, and December 31, 2021 respectively.

NOTE 5 – DISCONTINUED OPERATIONSPromissory Notes Payable - related party

During 2014, the Company's Leading Edge Fashions, LLC retail businesses, of which it owned 51%, was classified as discontinued operations.  Based on the Company's strategy to allocate resources to its businesses relative to their growth potential and those with the greater right to win in the marketplace,On June 18, 2019, the Company determined thatissued a promissory note at a principal amount of $447,150 as part of the consideration for the acquisition of assets from AH Originals, Inc., a corporation controlled by the same owner group of Global Fiber Technologies, Inc. The promissory note bears 3% interest per annum and have a one-year term with eight options to extend the maturity date for three-month periods. The balance of this business did not align with the Company's long-term growth plans.

Asnote, net of Septembernote discount of $175,936 plus accrued interest totals was $382,880 and $376,014 as of June 30, 2017,2022, and December 31, 2016 current liabilities from discontinued operations includes $84,281 accounts payable. In July 2016, a loan payable from discontinued operations was converted to common stock, which resulted in a gain on the extinguishment of debt related to discontinued operations in the amount of $635,764.2021 respectively.

NOTE 6 – RELATED PARTY TRANSACTIONSConvertible Notes Payable

During the ninesix months ended SeptemberJune 30, 2017,2022, the Company repaid advances from related parties incompany converted a total $ 162,407 convertible notes into 15,638,695 common shares with market value of $62,409. Outstanding balance of notes payable and accrued interest was $363,123 as of June 30, 2022, includes accrued interest of $112,130 as of June 30, 2022.

There was no conversion of notes during the amount of $23,479. The President of the Company was owed $15,569 and $39,048 at Septemberfirst quarter ending June 30, 2017 and December 31, 2016, respectively. 2021.

NOTE 5 - RELATED PARTY TRANSACTIONS

During 2016, the Company received loans from the CEO and a member of the board of directors totaling $284,900. In the ninesix months ended September 30, 2017, the Company received additional loans from these individuals in the amount of $160,650. The loans bear interest at 5% per annum and matured onperiod ending June 30, 20172022, and September 30, 2017. During the nine months ended September 30, 2017, $237,400 of the notes2021 net cash proceeds $33,439 and interest150,164 respectively, was converted at approximately $0.40received from related party, proceeds used for 580,000 common shares. The conversion of debt resulted in a gain on extinguishment of debt in the amount of $130,859. The balance of these loans plus accrued interest was $221,279 and $289,741 at September 30, 2017 and December 31, 2016, respectively. These loans are currently unpaid and are in default.various operating expenses.

In March 2017, the Company loaned a related party $20,000. The loan bears interest at the rateNOTE 6 - COMMITMENTS AND CONTINGENCIES

Covid 19

A novel strain of 5% per annumcoronavirus (“Covid-19”) emerged globally in December 2019 and has been declared a term of six months. Duringpandemic. The extent to which Covid-19 will impact our customers, business, results and financial condition will depend on current and future developments, which are highly uncertain and cannot be predicted at this time. While the nine months ended September 30, 2017, $12,106 was repaid. As of September 30, 2017, an amount of $8,436 is receivable.Company’s day-to-day operations beginning March 2020 have been impacted, we have suffered less immediate impact as most staff can work remotely and can continue to develop our product offerings.

NOTE 7 – COMMITMENTS AND CONTINGENCIESThat said we have seen our business opportunities develop more slowly as business partners and potential customers are dealing with Covid-19 issues, working remotely and these issues are causing delays in decision making and finalization of negotiations and agreements.

On March 15, 2015 the Company entered into a trademark license agreement with True Beauty, LLC which controls the trademark EMME.  EMME is a market pioneer and trusted voice of the "Full-Figured" market. Under this licensing agreement the Company has the right to design, produce and market the EMME® Activewear Collection.  On April 13, 2016, the agreement was amended regarding the term and minimum royalties.  The royalty expense was $38,500 for the nine months ended September 30, 2017. On June 5, 2017, the Company and True Beauty, LLC, entered into an agreement to terminate the agreement. The Company is scheduled to make twelve repayments totaling of $37,500 to resolve all amounts outstanding. As of September 30, 2017, $23,394 is outstanding.

As of the date of this filing, the Company is a party to three pending litigation matters.

One matter is entitled Randazzo LLC v. Avani Holdings LLC & Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to evict Avani Holdings LLC from its rented premises in California and to recover unpaid rent.  ECTX does not operate out of the premises in question and has never signed any leases or other documents with the plaintiff.  A judgment of eviction was entered, but ECTX does not operate out of the premises in question and therefore did not appear in the matter to oppose the judgment of eviction.  The plaintiff is also seeking unpaid rent in the amount of $26,595.

The second matter is entitled Patricia Witthuhn v. Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to collect wages allegedly due pursuant to her employment with Avani Holdings LLC.  The Company never hired Ms. Witthuhn and never acquired Avani Holdings, LLC.  Consequently, there is no legitimate cause of action against the Company.  However, due to cash flow constraints, the Company is unable to hire outside counsel for this litigation.  The amount being sought by the plaintiff is approximately $15,000.

The third matter is entitled William Corso v. Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to collect wages allegedly due pursuant to his employment with Avani Holdings LLC.  The Company never hired Mr. Corso and never acquired Avani Holdings, LLC.  Consequently, there is no legitimate cause of action against the Company.  However, due to cash flow constraints, the Company is unable to hire outside counsel for this litigation.  The amount being sought by the plaintiff is approximately $40,000.

NOTE 8 –7 - NET LOSS PER SHARE

Potentially dilutive securities are excluded from the calculation of net loss per share when their effect would be anti-dilutive. For all periods presented in the consolidated financial statements, all potentially dilutive securities have been excluded from the diluted share calculations as they were anti-dilutive as a result of the net losses incurred for the respective periods. Accordingly, basic shares equal diluted shares for all periods presented.

Potentially dilutive securities were comprised of the following:

NOTE 9 – RECLASSIFICATION8 - SUBSEQUENT EVENTS

For comparability purposes, certain figures for 2016 have been reclassified where appropriateSubsequent to conform toJune 30, 2022, the financial statement presentation usedCompany borrowed an additional $270,000 in 2017. These reclassifications had no effect on the reported net loss.convertible promissory notes.

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

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. 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”, “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'sindustry’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. 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 law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our consolidated unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

Unless otherwise specified in

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to “common stock”shares” refer to the common shares ofin our commoncapital stock.

As used in this quarterly report, the terms “we”, “us”, “our company”, mean Eco Tek 360,Global Fiber Technologies, Inc. a Nevada corporation, and our wholly-owned subsidiary Progressive Fashionssubsidiaries Eco Chain 360, Inc., and our majority-owned subsidiary Pure361, LLC,Authentic Heroes, Inc., unless otherwise indicated.

Corporate

General Overview

Eco Tek 360,

Global Fiber Technologies, Inc. was incorporated in the State of Nevada on March 25, 2005, under the name "Premier“Premier Publishing Group, Inc."”. Originally formed as a publishing company, our fiscal year endcompany ceased publishing operations in or around 2007.

On May 28, 2019, we entered into an asset purchase agreement (the “Purchase Agreement”) with AH Originals, Inc. (“AH”), pursuant to which we will acquire from AH certain assets including: equipment (which includes a Della’ Orco Sample Line, Electro Steam Boiler/Steamer and Schulz 5 HP Condenser), inventory, materials, intellectual property (including PCT/US2018/047918 - Authenticatable Articles, Fabric and Method of Manufacture, 16/311,095 - Authenticatable Articles, Fabric and Method of Manufacture, as well as the rights the trademarks, trade names, logos, etc. For “Authentic Heroes”, “Feel the Bond”, and “Event Worn Reborn”), along with all domain names of AH. The purchase will be paid through the issuance of 6,400,000 shares of our common stock and 200,000 shares of common stock of Authentic Heroes, Inc. (a subsidiary created by the Company to receive and operate the purchased assets), and the remaining $480,000 will be paid through a promissory note at 3% interest with a three-year term.

The terms of the Purchase Agreement completed on June 18, 2019. The aggregate consideration was $447,150 payable via a promissory note at 3% interest with an amended loan term with an initial term of one-year and eight options for the noteholder to extend the maturity date for three-month periods, as opposed to the original three-year term. The balance of the purchase price was to be paid through the delivery to Seller of 6,400,000 shares of our common stock and 200,000 shares of common stock of Authentic Heroes, Inc. (a subsidiary created by our company to receive and operate the purchased assets). Our company did not assume any liabilities of AH other than the lease for the facility where the equipment purchased is December 31. located.

On July 17, 2019 Authentic Heroes Inc., our majority owned subsidiary entered into a “merchandise license agreement” with IMG/Football Greats Alliance whereby Authentic Heroes will make authenticated replicas of “game worn” jerseys utilizing its trade secrets and patent pending processes. Terms of the deal were deemed and implied confidential by the contract.

On September 21^st, of 2020, Authentic Heroes Inc. signed a license Yungblud and Bravado/Universal Music Group to will make authenticated replicas of “concert worn” jerseys utilizing its trade secrets and patent pending processes. Terms of the deal were deemed and implied confidential by the contract.

On April 18, 2022, Authentic Heroes Inc. entered into a joint venture agreement with N.S.UC. Entertainment Group, LLC and created a Limited Liability Corporation Above the Beats Entertainment dba ATB Entertainment, under the operating agreement to engage in various activities in the industry of the music including but not limited to live concerts, podcasts, Non-Fungible Tokens, physical memorabilia utilizing patent protected manufacturing processes, and the licensing of talent within the music industry. Authentic Heroes will hold 70% interest in the Joint venture. As of June 30, 2022, there are significant activities with the Joint Venture.

We have never declared bankruptcy or been in receivership. We have earned minimal revenues and have limited cash on hand. We have sustained losses since inception and have primarily relied upon the sale of our securities and loans from related parties for funding.

Our company's administrative address is 50 Division Street, Suite 501, Somerville, New Jersey 08876. Our telephone number is (973) 291-8900.Current Business

We are acurrently in the development stage rejuvenation technology company which will be offeringstage. Our business plan includes creating branded fabrics,and authenticated replicas from the textile fibers of “event worn” apparel, formerly worn by celebrities within the music and uniforms tosports industries. We have achieved this milestone and are in the corporate, hotel, hospitalprocess of creating commercial opportunities utilizing our process and military markets. 

Business of the Companytrade secrets.

We are also in the process of printing Vinyl Records from a development stagecatalogue of 17,000 Master Recordings in Joint Venture with Maestro Entertainment. We have bought the raw materials necessary to create vinyl records and we are in the process of seeking out purchase orders for a music compilation that has been completed and ready to distribute into both brick-and-mortar retail stores as well as selling directly from our e-commerce site.

 In addition, we anticipate in the future when finances allow to operate a fiber rejuvenation technology company which will be offeringfacility. the plans are to  offer branded fabrics, apparel and uniforms to the corporate, hotel, hospital and military markets. We will achieve this by utilizing a patented and proprietary process for rejuvenating textile waste into high quality fabrics and apparel. In addition, we will also be offering branded apparel into both online and brick and mortar environments.

The Women’s Apparel Segment 

On March 15, 2015 weJuly 17, 2019 Authentic Heroes Inc., our majority owned subsidiary entered into a trademark“merchandise license agreement” with IMG/Football Greats Alliance whereby Authentic Heroes will make authenticated replicas of “game worn” jerseys utilizing its trade secrets and patent pending processes. Terms of the deal were deemed and implied confidential by the contract.

On December 1^st 2019, Authentic Heroes signed a license agreement with True Beauty, LLC which controlsUniversal Music Group/Bravado and the trademark EMME®. Under this licensing agreement we hadHip Hop group “RUN DMC. Authentic Heroes is currently working with Bravado and RUN DMC to monetize the right to design, produceopportunity with both digital and marketphysical opportunities. Terms of the EMME® Activewear Collection. We created a new wholly-owned subsidiary, Progressive Fashions Inc. in February 2016 fordeal were deemed and implied confidential by the purpose of designing, producing and marketing the EMME® Activewear Collection. However, On June 5, 2017 the Company and True Beauty, LLC (the company that controls the EMME® trademark) terminated the license agreement.contract.

On September 21^st, of 2020, Authentic Heroes Inc. signed a license Yungblud and Bravado/Universal Music Group to will make authenticated replicas of “concert worn” jerseys utilizing its trade secrets and patent pending processes. Terms of the deal were deemed and implied confidential by the contract.

The Rejuvenated Uniform Segment 

In April 2015, we entered into a joint venturecompany has also completed the coding of three  separate smart contracts based on the Ethereum Blockchain  The smart contracts ERC 721, 721a and license agreement with Pure Systems International, Ltd.ERC 1155 are to produce and market garments and other accessories for the commercial uniform marketplace and other market verticals by utilizing Pure Systems International, Ltd.’s patented processes to up-cycle pre-consumer textile waste into reusable fiber of equal or better quality than the original fabric (the “Rejuvenated Fiber”). 

In May of 2015, we created a new limited liability company, Pure361, LLC (“Pure361”) of which our company owns 51% and Pure Systems International, Ltd. owns 49%. Pure361 has the exclusive licensee to use Pure System International Ltd.’s patented Rejuvenated Fiberbe used in conjunction with the commercial uniform marketplacesale of both physical and other market verticals.  Pure361 has had no operationsvirtual items in order to date.

create the authentication, provenance and immutability of the products it will be offering including event worn clothing under the taglines of “Made from The Rejuvenated Cardboard Segment 

In conjunction with its focus on rejuvenated technologies, our company is exploringOriginal” and “Event Worn ReBorn”. It will also be the possibilitySmart Contract for the Company’s future offering of also manufacturing a rejuvenated cardboard product, and is in the early stages of exploring this potential opportunity. 

Trident Merchant Group, Inc. 

Trident Merchant Group, Inc. is an operating subsidiary which is a “value added” strategic advisory services company specializing in rendering expertise in the areas of capital planning and procurement, licensing and branding as well as financial engineering and restructuring of its client company’s balance sheet and going public process.  In 2017, Trident Merchant Group had limited operations.Non-Fungible Tokens (“NFTS”)

On May 2, 2022, Authentic Heroes, Inc. (“Authentic Heroes”), a wholly owned subsidiary of Global Fiber Technologies, Inc., (the “Company”), entered into a License Agreement (the “License Agreement”) with the Company’s Chief Executive Officer and Director, Paul Serbiak (“Serbiak”).

Pursuant to the License Agreement, Serbiak agreed to provide Authentic Heroes with an exclusive license to use certain of Serbiak’s intellectual property rights, including Patent No. US 10,781,539 B2 entitled “AUTHENTICATABLE ARTICLES, FABRIC AND METHOD OF MANUFACTURE” and of the invention therein described, for products in the sports and music memorabilia business.

In exchange for such license, Authentic Heroes agreed to (i) pay Serbiak $100 within ten business days of License Agreement and a fee of $10,000 on or before January 1, 2023, (ii) pay Serbiak royalties of 1% of the revenue generated from the sale of the products amounting to at least $3,000,000 in revenue at year three of the License Agreement and another 1% of the revenue generated from the sale of the products amounting to at least $10,000,000 in revenue at year five (5) of the License Agreement. If Authentic Heroes fails to achieve at least $3,000,000 in revenue at year three or $10,000,000 in revenue at year five from this date of the License Agreement, then the exclusive license shall be a non-exclusive license.

Results of Operations

The following table provides selected financial data about our company for the period ended September 30, 2017 and the year ended December 31, 2016.

The following summary of our results of operations, for the three and ninesix months ended SeptemberJune 30, 2017,2022, should be read in conjunction with our financial statements, as included in this Form 10-Q.

Three months ending September 30, 2017 compared to three months ending September 30, 2016:

Comparative six months period ending June 30, 2022 and 2021 for revenues and operating expenses.

For the three months ended September 30, 2017 we had revenue of $0 compared to revenue of $18,750 for the three months ended September 30, 2016.

For the threesix months ended SeptemberJune 30, 2017,2022, we incurred $28,856have no revenues and in general and administrative expenses, resulting in a loss from operations of $28,856. For the three months ended September 30, 2016, we incurred $146,220 in general and administrative expenses, and $21,258 consulting fees and option expense, resulting in a loss from operations of $148,728.

The decrease in general and administrative costs of $117,3742021 revenue was minimal this is primarily due to a decrease in salary expenses, legal fees,company refocusing its operations toward the new business with Authentic Heroes and otherNFTS. Our operating expenses. The decrease in consulting fees share expense of $21,258 was due to consulting fees paid with shares and options for the threesix months ended SeptemberJune 30, 2016, that did not reoccur.

Nine months ending September 30, 20172022, compared to Nine months ending September 30, 2016:

For the nine months ended September 30, 2017 we had revenue of $0 compared to revenue of $18,750 for the nine months ended September 30, 2016.

For the nine months ended September 30, 2017, we incurred $383,726 in general and administrative expenses, $8,915 in consulting fees share expense, $492,915 in stock based compensation and $(130,859) gain on extinguishment of debt – related party, resulting in a loss from operations of $754,597. For the nine months ended September 30, 2016, we incurred $290,387 in general and administrative expenses, $359,438 in consulting fees share expense, and $50,000 in stock based compensation, resulting in a loss from operations of $681,075. The2021, have increase in general and administrative costs of $93,339 wasby $19,389 or 14%. This is primarily due to increases in professionalvarious Professional and consulting fees incurred during the six months period amounting to approximately $51,349. We did not incur such fees in orderthe previous year.