	Page
CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2020 & DECEMBER 31, 2019 (Unaudited)	6
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE-AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 & 2019 (Unaudited)	7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 & 2019 (Unaudited)	8
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE NINE-MONTHPERIODS ENDED SEPTEMBER 30, 2020 & 2019 (Unaudited)	9
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)	11

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED BALANCE ~~SHEET~~

~~Unaudited~~

September 30,
2010

December 31,
2009

ASSETS
Current assets :
Cash $ 1,237 $ 7,205
Accounts receivable (net of allowance for doubtful accounts of $41,206 and $0 at September 30, 2010 and December 31, 2009 respectively) 4,493 10,697
Accounts receivable – related party 150,718
Prepaid loan cost - 33,681
Prepaid loan cost - related part - 37,889
Other current assets 37,172 518,677
Total current assets $ 193,620- $ 608,149

Property, website, and computer equipment 1,350,620 1,051,558
Less: Accumulated depreciation and amortization (673,511 ) (517,571 )
Property, website, and computer equipment - Net $ 677,109 $ 533,987
Other Assets $ 29,344 $ 62,204
Investment in Related Parties 1,999,644 -
Total Other Assets $ 2,028,988 $ 62,204

Total Assets $ 2,899,717 $ 1,204,340

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Short term borrowings $ 2,357,101 $ 3,400,000
Short term borrowings - related party 2,956,655 2,180,533
Accounts payable 2,502,197 2,251,951
Accounts payable - related party 26,396 26,396
Note derivative liability 349,934 180,632
Note derivative liability - related party 1,800,933 2,425,473
Other current liabilities 2,669,472 2,207,830
Other current liabilities - related party 489,880 251,386
Deferred Revenue - 756,262
Total current liabilities $ 13,152,568 $ 13,680,463

Commitments and contingencies

Stockholders' Deficit :
Common stock, $0.001 par value, 200,000,000 shares authorized as of September 30, 2010 and December 31, 2009, 84,131,812 and 58,793,311 issued and outstanding at September 30, 2010 and December 31, 2009, respectively $ 84,131 $ 58,793
Preferred stock,$.001 par value of 50,000,000 shares authorized and no shares issued - -
Additional paid in capital 20,734,530 17,744,799
Accumulated deficit (31,071,512 ) (30,279,715 )
Total stockholders' deficit $ (10,252,851 ) $ (12,476,123 )
Total Liabilities and Stockholders' Deficit $ 2,899,717 $ 1,204,340

SHEETS

(UNAUDITED)

	September 30,		December 31,
	2020		2019
ASSETS
Current assets:
Cash & cash equivalents	$	95,051	$	585,339
Accounts receivable, net		1,100,558		1,347,813
Assets held for sale, current		-		113,470
Other current assets		53,163		24,229
Total current assets		1,248,772		2,070,851
Assets held for sale, long-term		-		2,695,085
Property, equipment, and software - net		43,107		37,468
Intangible asset- net		2,777,895		3,137,083
Goodwill		1,299,144		1,299,144

	$	5,368,918		9,239,631

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	758,727	$	597,777
Other current liabilities		313,818		149,873
Accrued payroll & related items		1,434,047		1,015,180
Derivative liability		1,847,325		1,433,403
Short-term borrowings – net of discount		3,265,914		2,714,762
Liabilities of assets held for sale, current		-		2,109,850
Short-term borrowings- related party		54,000		54,000
Total current liabilities		7,673,831		8,074,845

Long-term borrowings – net of discount		3,163,231		3,119,785
Liabilities of assets held for sale, long-term		-		1,048,795
Total liabilities		10,837,062		12,243,425

Commitments and Contingencies

Mezzanine Equity:
Preferred stock series A, $0.001 par value of 249,999,900 shares authorized and 249,999,900 and 249,999,900 shares issued and outstanding, respectively.		250,000		250,000
Preferred stock series B, $0.001 par value of 51 shares authorized and 33 and 20 shares issued and outstanding, respectively.		-		-
Stockholders Equity:
Common stock, $0.001 par value, 5,000,000,000 shares authorized, 3,000,000,000 and 1,495,004,678 issued and outstanding as of September 30, 2020 and at December 31, 2019, respectively.		3,000,000		1,495,004
Additional paid in capital		49,695,263		43,347,152
Accumulated deficit		(58,512,832)		(48,227,200)
Deficit attributable to Beyond Commerce, Inc stockholder		(5,567,569)		(3,135,044)
Equity attributable to noncontrolling interest		99,425		131,250
Total stockholders' deficit		(5,468,144)		(3,003,794)

Total liabilities and stockholders' deficit	$	5,368,918	$	9,239,631

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

~~[3]~~

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

~~For the three month period ended September~~

FOR THE THREE & NINE-MONTH PERIODS ENDED SEPTEMBER 30,

~~Unaudited~~

2010 2009

Revenues $ 26,454 $ 240,078

Operating expenses
Cost of products sold, net $ 30,808 $ 42,175
Selling general & administrative 368,522 1,340,621
Selling general & administrative - Related party 8,778 6,930
Professional fees 376,605 732,310
Professional fees - Related party - 77,740
Depreciation and amortization 68,127 48,473
Total cost and operating expenses $ 852,840 $ 2,248,249

Income(Loss) from operations (826,386 ) (2,008,171 )

Non-operating income (expense)
Interest expense (165,285 ) (3,077,482 )
Interest expense - Related party (20,833 ) (62,800 )
Income/(expense) related to derivative 3,889,275 (2,942,287 )
Total non-operating Income (expense) $ 3,703,157 $ (6,082,569 )

Income (Loss) from continuing operations before income taxes 2,876,771 (8,090,740 )
Gain (Loss) from discontinued operations net of income taxes (9,980 ) (444,605 )

Provisions for income tax - -
Income (Loss) before equity income (Loss) of Investee $ 2,866,791 $ (8,535,345 )

Loss from equity method of investee (970,911 ) -
Net income (loss) $ 1,895,880 $ (8,535,345 )

Net income (loss) per common share - basic and diluted $ .04 $ (0.18 )
Net income (loss) per common share-basic and diluted-continuing operations $ .05 $ (0.17 )
Net income (loss) per common share-basic and diluted-discontinued operations $ (0.00 ) $ (0.01 )

Weighted average number of common shares outstanding 77,884,383 46,619,719

UNAUDITED

		For the three months ended September 30, 2020			For the three months ended September 30, 2019			For the nine months ended September 30, 2020						For the nine months ended September 30, 2019
Revenues		$	983,155	$ 1,184,299		$				3,012,754		$		2,862,141

Operating expenses
Cost of revenue			326,452		364,185				996,889				819,269
Selling, general and administrative			234,742		269,897				886,894				715,583
Payroll expense			640,557		545,518				1,897,723				1,487,886
Professional Fees			328,952		295,920				792,693				789,082
Depreciation and amortization			124,253		160,296				371,899				374,183
Total operating expenses			1,654,956		1,635,816				4,946,098				4,186,003

Loss from operations			(671,801)		(451,517)				(1,933,344)				(1,323,862)

Non-operating income (expense)
Interest expense			(638,720)		(215,485)				(1,542,467)				(621,059)
Amortization of debt discount			(72,113)		(357,896)				(620,764)				(1,346,763)
Derivative related expenses			(100,452)		(240,918)				(1,352,527)				(1,827,418)
Change in derivative liability			(6,246,363)		3,126,376				(5,219,055)				(1,953,542)
Total non-operating income (expense)			(7,057,648)		2,312,077				(8,734,813)				(5,748,782)

Loss from continuing operations before income tax			(7,729,449)		1,860,560				(10,668,157)				(7,072,644)

Income (loss) from discontinued operation, net of tax			-		(52,043)				350,700				(40,849)
Provision for income tax			-		-				-				-

Consolidated net loss		$	(7,729,449)	$	1,808,517		$		(10,317,457)		$		(7,113,493)

Amounts Attributable to Noncontrolling and Controlling Interest
Consolidated net income (loss) attributable to:
Noncontrolling interest	$		(4,410)	$	-		$		(31,825)		$		-

Consolidated net loss, controlling interest	$		(7,725,039)	$	1,808,517		$		(10,285,632)		$		(7,113,493)

Net income (loss) per common share-basic		$	(0.00)	$	0.00		$		(0.01)		$		(0.01)
Net income (loss) per common share-diluted		$	(0.00)	$	0.00		$		(0.01)		$		(0.01)

Weighted average shares of capital outstanding –(basic)			2,927,661,679		1,343,286,588				2,129,022,445				1,176,847,590
Weighted average shares of capital outstanding –(diluted)			2,927,661,679		3,430,620,557				2,129,022,445				1,176,847,590

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

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30,

(Unaudited)


		2020		2019
Net loss	$	(10,317,457)	$	(7,072,644)
Income (loss) from discontinued operations		(350,700)		(40,849)
Cash flows from operating activities:
Adjustments to reconcile net loss to net cash used in operating activities:
Stock issued for services		190,450		303,925
Loss on derivative		2,238,451		2,266,224
Amortization of debt discount		620,764		1,346,763
Depreciation and amortization		371,899		374,183
Change in derivative liability		5,219,055		1,953,543
Changes in assets and liabilities:
(Increase) decrease in accounts receivable		247,256		95,650
(Increase) decrease in other current assets		(31,055)		(28,004)
Increase (decrease) in accounts payable		161,561		(29,848)
Increase (decrease) in payroll liabilities		418,869		362,333
Increase (decrease) in other current liabilities		310,834		505,470
Net cash provided by (used in) in operating activities.	$	(920,073)	$	77,595

Cash flows from investing activities:
Acquisition of property and equipment		(16,230)		(2,218,201)
Cash acquired in acquisition		-		204,105
Net cash used in investing activities	$	(16,230)		(2,014,096)

Cash flows from financing activities:
Repayment of Convertible Notes		(81,240)		-
Cash receipts from notes payable		527,255		2,000,000
Net cash provided (used in) by financing activities		446,015		2,000,000

Net increase (decrease) in cash and cash equivalents		(490,288)		63,499


Cash and cash equivalents, beginning balance		585,339		79,890
Cash and cash equivalents, ending balance	$	95,051	$	143,389
Supplemental Disclosure of Cash Flow Information:
Cash Paid For:
Interest	$	-	$	-
Income taxes	$	-	$	-
Summary of Non-Cash Investing and Financing Information:
Stock issued for conversion of debt	$	1,504,995	$	1,778,592
Notes issued in relation to Service 800 acquisition	$	-	$	2,000,000
Purchase Price holdback note on Service 800 acquisition	$	-	$	210,000
Purchase price allocation note on Service 800 acquisition	$	-	$	1,233,828
Stock issued for acquisition deposit of PathUX	$	-	$	427,000
Related party debt forgiveness	$	-	$	8,360,224

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

~~[4]~~

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF ~~OPERATIONS~~

~~For the Nine month period ended September 30,~~

~~Unaudited~~

2010 2009

Revenues $ 577,354 $ 409,050

Operating expenses
Cost of products sold, net $ 224,757 $ 62,670
Selling general & administrative 1,398,878 4,256,988
Selling general & administrative - related party 3,220,967 37,268
Professional fees 1,172,729 1,414,800
Professional fees - Related party - 233,380
Depreciation and amortization 188,767 145,041
Loss on disposition of assets 33,702 -
Total cost and operating expenses $ 6,239,800 $ 6,150,147

Loss from operations (5,662,446 ) (5,741,097 )

Non-operating income (expense)
Interest expense (406,477 ) (7,597,971 )
Interest expense - Related party (971,735 ) (62,800
Gain on deconsolidation of subsidiary 6,687,530 -
Income/(expense) related to derivative 585,046 1,055,747

Total non-operating Income (expense) $ 5,894,364 $ (6,605,024 )

Gain (loss) from continuing operations before income taxes 231,918 (12,346,121 )
Gain (Loss) from discontinued operations net of income taxes 60,177 (4,768,785 )
Provisions for income tax - -
Gain (Loss) before equity income (Loss) of Investee $ 292,095 $ (17,114,906 )

Loss from equity method of investee (1,083,891 ) -
Net income (loss) $ (791,796 ) $ (17,114,906 )

Net income (loss) per common share - basic and diluted $ (.01 ) $ (0.39 )
Net income (loss) per common share-basic and diluted-continuing operations $ .00 $ (0.28 )
Net income (loss) per common share-basic and diluted-discontinued operations $ (0.00 ) $ (0.11 )

Weighted average number of common shares outstanding 72,679,602 43,737,435

CHANGES IN

STOCKHOLDERS’ DEFICIT

(Unaudited)

	Common Stock				Additional		Accumulated		Stockholders'
		Shares		Par Value		Paid in Capital		Deficit		Equity
Balance, December 31, 2018	1,017,450,000		$1,017,450		$27,599,349		$(42,762,680)		$(13,895,881)
Extinguishment of derivative liabilities on conversion	-		-		3,872,545		-		3,872,545
Warrants issued with debt	-		-		696,850		-		696,850
Common stock issued for debt conversion	62,472,003		62,472		998,014		-		1,060,486
Common stock issued for interest conversion	5,507,873		5,508		90,399		-		95,907
Net loss							(3,754,002)		(3,754,002)
Balance, March 31, 2019	1,085,429,876		$1,085,430		$33,257,157		$(46,516,682)		$(11,924,095)

Common stock issued for debt conversion	64,482,327	64,482	12,538	-	77,020
Common stock issued for interest	12,537,673	12,538	2,442	-	14,980
Stock issued for acquisition	70,000,000	70,000	357,000	-	427,000
Stock Issued for services	10,825,000	10,825	293,100	-	303,925
Extinguishment of derivative liabilities on conversion	-	-	464,501	-	464,501
Net loss				(5,168,008)	(5,168,008)
Balance, June 30, 2019	1,243,274,876	$ 1,243,275	$ 34,386,738	$ (51,684,690)	$ (15,804,677)
Common stock issued for debt conversion	190,729,802	190,729	44,850	-	235,579
Debt forgiveness	-	-	8,360,224	-	8,360,224
Extinguishment of derivative liabilities on conversion	-	-	294,622	-	294,622
Net loss				1,808,517	1,808,517
Balance, September 30, 2019	1,434,004,678	$ 1,434,004	$ 43,086,434	$ (49,876,173)	$ (5,105,735)

	Series A&B Preferred Stock		Common Stock		Non-Controlling		Additional	Accumulated	Stockholders'
	Shares	Par Value	Shares	Par Value	Interest		Paid in Capital	Deficit	Deficit
Balance, December 31, 2019	249,999,920	$ 250,000	1,495,004,678	$ 1,495,004	$ 131,250	$ -	$ 43,347,152	$ (48,227,200)	$ (3,003,794)
Common stock issued for debt conversion	-	-	132,910,000	132,910			-	-	132,910
Extinguishment of derivative liabilities on conversion	-	-	-	-			132,005	-	132,005
Net loss	-	-	-	-	(20,200)		-	(424,584)	(444,784)
Balance, March 31, 2020	249,999,920	$ 250,000	1,627,914,678	$ 1,627,914	$ 111,050		$ 43,479,157	$ (48,651,784)	$ (3,183,663)
Common stock issued for debt conversion	-	-	889,766,383	889,766			-	-	889,766
Extinguishment of derivative liabilities on conversion	-	-	-	-			1,101,419	-	1,101,419
Net loss	-	-	-	-	(7,215)		-	(2,136,009)	(2,143,224)
Balance, June 30, 2020	249,999,920	$ 250,000	2,517,681,061	$ 2,517,680	$ 103,835		$ 44,580,576	$ (50,787,793)	$ (3,335,702)
Common stock issued for debt conversion	-	-	482,318,939	482,320			-	-	482,320
Extinguishment of derivative liabilities on conversion	-	-	-	-			4,924,237	-	4,924,237
Stock Issued for services	13						190,450		190,450
Net loss	-	-	-	-	(4,410)		-	(7,725,039)	(7,729,449)
Balance, September 30, 2020	249,999,933	$ 250,000	3,000,000,000	$ 3,000,000	$ 99,425		$ 49,695,263	$ (58,512,832)	$ (5,468,144)

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

~~[5]~~

BEYOND COMMERCE, INC.

~~CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~For the nine month period ended September 30,~~

~~Unaudited~~

2010 2009
Net cash used in operating activities $ (277,985 ) $ (6,584,380 )

Cash flows from investing activities:
Cash paid to purchase property and equipment (44,785 ) (9,665 )
Net cash used in investing activities $ (44,785 ) $ (9,665 )

Cash flows from financing activities:
Issuance of stock - net of offering costs 100,000 20,000
Cash received from short term borrowings 175,000 9,158,000
Payment on short term borrowings (1,730,167 )
Cash paid for debt financing fees (826,500 )
Net cash provided by financing activities $ 275,000 $ 6,621,333

Discontinued Activates:
Net cash used in operating activities $ 41,802 $ 384,229
Net cash used in investing activities - (511,603 )
Net cash provided by (used in) discontinued operations 41,802 (127,374 )

Net decrease in cash & cash equivalents (5,968 ) (100,086 )

Cash & cash equivalents, beginning balance 7,205 100,086
Cash & cash equivalents, ending balance $ 1,237 $ -

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

~~[6]~~

~~BEYOND COMMERCE, INC.~~

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~(Unaudited)~~

UNAUDITED

NOTE ~~1 -~~1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Beyond Commerce, ~~Inc., formerly known as BOOMj,~~ Inc. (the “Company”,” BCI” and “we”), ishas a ~~multi-faceted~~planned business ~~serving as~~objective to develop, acquire, and deploy disruptive strategic software technology and market-changing business models through selling our own products and the acquisitions of existing companies. We plan to offer a ~~media hub for high traffic web properties,~~cohesive digital product and owns and operates synergistic technology, in Ad Networking, and E-Commerce. Our initial business was BOOMj.com, Inc. a niche portal and social networking site for Baby Boomers and Generation Jones.This migrated into our E-Commerceservices platform ~~known as i-SUPPLY, an online storefront that offered easy~~ to use, fully customizable E-commerce services, and revenue solutions for any third party Web site large or small, and hosted local ads, providing extensive reach for our proprietary advertising partner network platform.

During the third quarter of 2009 the Company formedanother subsidiary, KaChing KaChing, Inc., a Nevada corporation (“Kaching Nevada”). Kaching Kaching has an E-commerce platform that provides a complete turn-key E-commerce solution to third party store owners. Individual KaChing KaChing on line store owners have the ability to create, manage and earn money from product sales generated from their individual Web stores. On April 22, 2010, KaChing merged with Duke Mining Company, Inc. to become a new public company. As a result of the merger transaction, Kaching Kaching no longer was a wholly owned subsidiary, and our interest in outstanding capital stock of Kaching Kaching, Inc. was reduced to 20.8%. Although we still own approximately20.6% of KaChing’s outstanding stock,provide our future ~~operating results will include only our proportionate share~~clients with a single point of ~~the income or loss of KaChing KaChing.~~

~~Until October 2009, we owned another subsidiary, LocalAdLink, whichoperated a website, a local search directory~~contact for all their internet marketing technology and ~~advertising network that brings local advertising to geo-targeted consumers.~~

During the second quarter 2010 we acquired 100% of the outstanding stock of Adjuice, Inc. in order to enhance our presence in the Ad Networking business. The Adjuice network distributes leads to over 350 retail clients along seven major verticals, all offering top payouts. Adjuice ownsservices (IMT&S) and manages over 120 sites, all optimized for brand recognition and conversion performance. Adjuice has a solid infrastructure for selling its own products, targeting advertisers and publishers and their related downstream partners with Adjuice’ s tailored lead generation programs.

~~History of the Company~~

The Company, formerly known as Reel Estate Services, Inc. (“RES”), was incorporated in Nevada on January 12, 2006. As of December 28, 2007, RES was a public shell company, defined by the Securities and Exchange Commission as an inactive, publicly quoted company with nominal assets and liabilities. Subsequent to the Merger, RES changed its name to Boomj, Inc.

In December 2008, the Company changed its name once again from BOOMj, Inc. to Beyond Commerce, Inc. to more accurately reflect the new structure of the Company consisting at that point in time of two operating divisions: BOOMj.com dba i-SUPPLY and until its assets were sold, LocalAdLink, Inc. (see Note 14).

information management (IM) initiatives.

Basis of Presentation

The condensed consolidated financial statements and the notes thereto for the periods ended September 30, ~~2010~~2020 and ~~2009~~2019 included herein include the accounts of the Company, its wholly-owned subsidiaries Service 800 Inc., Path UX and IDriveYourCar (which have been discontinued) and Customer Centered Strategies, LLC, which the Company has an 80% investment interest. These financial statements have been prepared by management and are unaudited. Such condensed financial statements reflect, in the opinion of management, all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated and in order to make the financial statements not misleading. All such adjustments are of a normal recurring nature except for those pertaining to the divestiture described in Note 15, the acquisition described in Note 16 and related to the derivatives in Note 7 and 8. These interim results are not necessarily indicative of the results for any subsequent period or for the fiscal year ending December 31, 2010.

Certain information and footnote disclosures normally included in the 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 (the “SEC”). These condensed consolidated financial statements should be read in conjunction with the ~~audited~~ financial statements and the notes thereto for the fiscal year ended December 31, ~~2009 in the Form 10-K, filed with the SEC on April 21, 2010.~~

2019.

~~[7]~~

~~The Company currently maintains its corporate office in Henderson, Nevada.~~

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE ~~2 -~~2. SELECTED ACCOUNTING POLICIES

~~Investments Accounted for Under the Equity Method~~

~~Under the equity method~~

Interim Financial Statements

These unaudited condensed consolidated financial statements as of ~~accounting, we record our original investment at cost~~ and ~~periodically adjust it~~ for the nine (9) months ended September 30, 2020 and 2019, respectively, reflect all adjustments including normal recurring adjustments, which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows for the periods presented in accordance with the accounting principles generally accepted in the United States of America.

These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s ~~proportionate share of~~consolidated financial statements and notes thereto for the ~~investees’ net income or loss~~years ended December 31, 2019 and 2018, respectively, which isare included in the ~~line item “Loss~~Company’s December 31, 2019 Annual Report on Form 10-K filed with the United States Securities and Exchange Commission on April 14 , 2020. The Company assumes that the users of the interim financial information herein have read, or have access to, the audited consolidated financial statements for the preceding period, and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. The results of operations for the nine (9) months ended September 30, 2020 are not necessarily indicative of results for the entire year ending December 31, 2020.

Use of Estimates

The preparation of consolidated financial statements and accompanying notes in conformity with GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from ~~equity method investee”~~those estimates.

Estimates are used in the ~~consolidated statements~~determination of ~~operations. Any excess~~depreciation and amortization and the valuation for non-cash issuances of equity instruments, income taxes, and contingencies, among others. Actual results could differ materially from these estimates.

Cash and Cash Equivalents

The Company classifies as cash and cash equivalents amounts on deposit in banks and cash temporarily in various instruments with original maturities of nine months or less at the ~~carrying value~~time of ~~the investment over the underlying net equity of the investee~~purchase. The Company’s cash management system is ~~evaluated each reporting period for impairment.~~

~~Reclassifications: Certain comparative amounts from prior periods have been reclassified to conform to the current year's presentation. These changes did not affect previously reported net loss.~~

currently integrated within several banking institutions.

Fair Value of Financial Instruments

The carrying value of the current assets and liabilities approximate fair value due to their relatively short ~~maturities except for certain of the short-term borrowings which are net of a $92,899 debt discount in 2010 and $776,122 in 2009.~~maturities.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Fair Value Measurements

~~In January 2010,~~

Statement of financial accounting standard FASB Topic 820, Disclosures about Fair Value of Financial Instruments, requires that the ~~Financial Accounting Standards Board (FASB) issued additional disclosure requirements~~Company disclose estimated fair values of financial instruments. The carrying amounts reported in the statements of financial position for ~~fair value measurements. The guidance requires previous fair value hierarchy disclosures to be further disaggregated by class of~~ assets and ~~liabilities. A class is often~~liabilities qualifying as financial instruments are a ~~subset~~reasonable estimate of ~~assets or liabilities within a line item in the statement of financial position. In addition, significant transfers between Levels 1 and 2 of the~~ fair value hierarchy are required to be disclosed. These additional requirements became effective January 1, 2010 for quarterly and annual reporting. These amendments did not have an impact on the consolidated financial results as this guidance relates only to additional disclosures. In addition, the fair value disclosure amendments also require more detailed disclosures of the changes in Level 3 instruments. These changes will be effective January 1, 2011 and are not expected to have an impact on the consolidated financial results as this guidance only relates to additional disclosures.

value.

The Company applies the fair value hierarchy as established by US GAAP. Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure the fair value as follows.

• Level 1 – quoted prices in active markets for identical assets or liabilities.

• Level 2 – other significant observable inputs for the assets or liabilities through corroboration with market data at the measurement date.

• Level 3 – significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date.

	September 30, 2020 Fair Value Measurements
	Level 1	Level 2		Level 3		Total Fair Value
Liabilities
Derivative Liabilities	$	$	-	$	1,847,325	$	1,847,325
Total	$	$	-	$	1,847,325	$	1,847,325

	December 31, 2019 Fair Value Measurements
	Level 1	Level 2		Level 3		Total Fair Value
Liabilities
Derivative Liabilities	$	$	-	$	1,433,403	$	1,433,403
Total	$	$	-	$	1,433,403	$	1,433,403

Derivative liability as of December 31, 2019	$	$1,433,403
Change in derivative liability during the period		5,219,055
Reclassed to additional paid in capital for notes converted into shares of common stock		(6,157,660)
Derivative related expenses - other		1,352,527
Balance at September 30, 2020	$	1,847,325

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Revenue Recognition

The Company recognize revenue in accordance with FASB ASC Subtopic 606-10, Revenue Recognition. We recognize revenue as we transfer control of deliverables (products, solutions and services) to our customers in an amount reflecting the consideration to which we expect to be entitled. To recognize revenue, we apply the following five step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. We account for a contract based on the terms and conditions the parties agree to, the contract has commercial substance and collectability of consideration is probable. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience.

The majority of the Company’s revenue is generated by the completion of a survey. Revenue is recognized and customers are billed at the point in time a survey occurs or when a related service is complete. The Company may require a deposit from new customers for set up costs or as down payments. These amounts are not significant to the financial statements. Revenue is no longer reflected from PathUX’s and iDriveYourCar subsidiaries, which matches professional chauffeurs with passengers who want to be driven in their own car within the New York City area as this these entities are in the process of being sold. The Company maintains an exclusive network independent drivers. Revenue is complete when the services are provided traditionally through credit card payments.

Accounts receivable

The Company’s accounts receivable arise primarily from the sale of the Company’s products. On a periodic basis, the Company evaluates each customer account and based on the days outstanding of the receivable, history of past write-offs, collections, and current credit conditions, writes off accounts it considers uncollectible. With most of our retail and distribution partners, invoices will typically be due in 30 or 45 days. The Company does not accrue interest on past due accounts and the Company does not require collateral. Accounts become past due on an account-by-account basis. Determination that an account is uncollectible is made after all reasonable collection efforts have been exhausted. The Company has not provided any sales allowances for September 30, 2020 and December 31, 2019.

Property and Equipment

Property and equipment are carried at cost, and are being depreciated using the straight-line over the estimated useful lives as follows:

Equipment, Furniture and fixtures	5-7 years
Software	16-60 months
Vehicles	7 years

When retired or otherwise disposed, the carrying value and accumulated depreciation of the property and equipment is removed from its respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. Expenditures for maintenance and repairs which do not extend the useful lives of the related assets are expensed as incurred.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Valuation of Derivative Instruments

ASC 815 “Derivatives and Hedging” requires that embedded derivative instruments be bifurcated and assessed, along with free-standing derivative instruments such as warrants, on their issuance date and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option pricing formula. Upon conversion of a note where the embedded conversion option has been bifurcated and accounted for as a derivative liability, the Company records the shares at fair value, relieves all related notes, derivatives and debt discounts, and recognizes a net gain or loss on debt extinguishment.

Management ~~considers~~used the following inputs to value the Derivative Liabilities for the nine months ended September 30, 2020:

	September 30, 2020 Derivative Liability
Expected term	1 year to 2.5 years
Exercise price	$ 0.00015-$0.001
Expected volatility	214%-273 %
Expected dividends	None
Risk-free rate	0.12% to 0.16 %

Derivative Financial Instruments

The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and then is revalued at each reporting date, with changes in fair value reported in the consolidated statement of operations. For stock based derivative financial instruments, Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.

Once determined, derivative liabilities are adjusted to reflect fair value at the end of each reporting period. Any increase or decrease in the fair value from inception is made quarterly and appears in results of operations as a change in fair market value of derivative liabilities.

Purchase Price Allocation

In accordance with ASC 805, Business Combinations, the Company recorded the assets acquired and liabilities assumed at their respective estimated fair values as of their respective acquisition dates, based on internal company and independent evaluations. The total estimated purchase prices were allocated to the assets acquired and liabilities assumed based on their estimated fair values.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Intangible Assets

Intangible assets with a finite life consist of Technology/Intellectual Property; Customer Base; Tradename/Trademarks; Assembled Workforce; and Non–Compete Agreements, and are carried at cost less accumulated amortization. The Company amortizes the cost of identified intangible assets on a straight-line basis over the expected period of benefit, which is generally three years for customer relationships and the contractual term for covenants not to compete, which range from five to ten years.

These intangible assets of Technology/Intellectual Property; Customer Base; Tradename/Trademarks; Assembled Workforce; and Non–Compete Agreements were valued based on the appropriate application of the Income, Market, and Cost Approaches. Accordingly, the Company believes that these intangible assets will contribute to its cash flows between two and ten years, with any excess carrying value over the fair value being recognized as an impairment loss. The Company performs its annual impairment test as of December 31st of each year.

Goodwill

Goodwill is recognized and initially measured as any excess of the acquisition-date consideration transferred in a business combination over the acquisition-date amounts recognized for the net identifiable assets acquired. Goodwill is not amortized but is tested for impairment annually, or more frequently if an event occurs or circumstances change that would more likely than not result in an impairment of goodwill. Impairment testing is performed at the reporting unit level. A reporting unit is defined as an operating segment or one level below an operating segment, referred to as a component. A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. The goodwill impairment analysis is a single-step quantitative assessment that identifies both the existence of impairment and the amount of impairment loss by comparing the estimated fair value of a reporting unit to its carrying value, with any excess carrying value over the fair value being recognized as an impairment loss, limited to the total amount of goodwill allocated to that reporting unit. The Company performs its annual goodwill impairment test as of December 31st of each year and has identified one reporting unit that currently carries a goodwill balance.

Impairment of Long-lived Assets

The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35-21, Accounting for the Impairment of Long-Lived Assets. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be ~~Level 3 liabilities. There were no movements between levels during 2010~~held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. 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. Assets to be disposed of are reported at the lower of the carrying amount or ~~2009. At~~fair value less costs to sell. Fair values are determined based on quoted market value, discounted cash flows or internal and external appraisals, as applicable. During the nine month periods ended September 30, ~~2010~~2020 and ~~December 31, 2009~~2019, the Company did not recognize any impairment charges.

Reclassifications

We may make certain reclassifications to prior period amounts to conform with the current year’s presentation. These reclassifications did not have a material effect on our condensed consolidated statement of financial position, results of operations or cash flows.

Income Taxes

The Company accounts for income taxes under ASC 740-10-30. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income of the consolidated statements of operations in the period that includes the enactment date. A valuation allowance is provided when it is more likely than not that some or all of the deferred tax assets may not be realized.

The Company follows the guidance of ASC 740-10-25 in determining whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The Company had ~~outstanding derivative~~no material adjustments to its liabilities for unrecognized income tax benefits.

Stock Based Compensation

During the three months ended September 30, 2020 and 2019, the Company did not issue any stock options for employee compensation. The former stock based compensation plan expired on September 11, 2018.

Recent Accounting Pronouncements

The Company reviews all of the Financial Accounting Standard Board’s updates periodically to ensure the Company’s compliance of its accounting policies and disclosure requirements to the Codification Topics.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which eliminates certain disclosure requirements for fair value measurements for all entities, requires public entities to disclose certain new information and modifies some disclosure requirements. The new guidance is effective for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. Early adoption is permitted in interim periods, including ~~those from related parties~~periods for which financial statements have not been issued or financial statements have not been made available for issuance. The adoption of ~~$2,150,867and $2,606,105~~

~~Revenue Recognition – KaChing Kaching, Inc.~~

~~Kaching Kaching, Inc. generates its revenue from store licenses sold~~this standard did not have a material effect on the Company’s consolidated financial statements.

The Company will continue to monitor these emerging issues to assess any potential future impact on its internet website. Revenue for this subsidiary is recorded pursuant to FASB Topic 605 Revenue Recognition, when persuasive evidence of arrangement exists, delivery of services has occurred, the fee is fixed or determinable and collectability is reasonably assured.

~~[8]~~

Duke Mining Company, Inc., a Delaware corporation entered into an Agreement and Plan of Merger with KaChing KaChingwhich provided that our subsidiary KaChing Nevada would merge with and into Duke Delaware (the “Merger”).The Merger was effective on April 22, 2010, when a certificate of merger was filed in the State of Delaware and an articles of merger was filed in the State of Nevada. In connection with the Merger, the Company received shares in the new entity representing 20.8% of the post –Merger outstanding stock. The Condensed Consolidated Statement of Operations includes Kaching's operation activity through the date of the merger as outlined in the segment reporting.financial statements. The Company has ~~reported its pro rata share of Kaching's net loss for~~taken the ~~post merger period on~~position that any future standards will not be disclosed to the ~~Condensed Consolidated Statement of Operations in the Non-operating Income (expense) section.~~extent they are not material to our operations.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE ~~3 -~~3. GOING CONCERN

The Company's financial statements are prepared using generally accepted accounting principles, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. ~~During~~Because of recent events, the ~~three and nine months ended~~Company cannot state with certainty of its ability to continue. The accompanying consolidated financial statements for September 30, ~~2010,~~2020 and 2019 have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

The Company ~~generated a consolidated net gainof $1,895,881and a consolidated net loss of $791,796 respectively. As of September 30, 2010, there is an accumulated deficit of $31,071,512and~~has suffered losses from operations and has a working capital ~~deficiency of $12,958,947. The Company will need to~~deficit, which raise additional capital and/or obtain financing in order to continue its operations. In addition, certain secured promissory notes matured on January 31, 2010 and we were unable to pay our secured convertible promissory note holders the amounts due to them. Under the terms of the notes, the holders may at any time elect to declare a default and foreclose on essentially all of our assets. In addition, promissory notes that we issued to OmniReliant alsocontain cross default provisions, such that those notes are also in default due to the default on the secured convertible promissory notes. The total principal amount outstanding on these notes as of September 30, 2010 was $1,623,322 and as of October 15th were in payment default. In addition, in February and June 2010, the US Treasury placed liens on essentially all of the assets of Boomj.com Inc. because of approximately $900,000 of unpaid payroll taxes. These factors, and our lack of ability to meet our obligations from current operations, and the need to raise additional capital to accomplish our objectives, create a substantial doubt about ~~our~~its ability to continue as a going concern.

Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations in the next twelve months. Management has devoted a significant amount of time in attempting to raise capital from additional debt and equity financing. Due to its ~~limited~~nominal revenues, the Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating ~~revenue.~~revenue, including through the recent acquisition of Service 800 or through a merger transaction with a well-capitalized entity. There are no assurances the Company will receive the necessary funding or generate revenue necessary to fund operations. If we are unable to obtain additional funds, or if the funds cannot be obtained on terms favorable to us, we will be required to delay, scale back or eliminate our plans to continue to develop and expand our operations or in the extreme situation, cease operations altogether.

NOTE 4 – DISCONTINUED OPERATIONS

PathUX, LLC

On April 24, 2020 the Company entered into a Settlement and Release Agreement whereby, effective as of April 1, 2020, the purchase agreement between the former shareholders of PathUX and IDriveYourCar dated May 31, 2019 was effectively unwound, with all assets and liabilities returned to such former shareholders.

Furthermore, the 31,500,000 shares of Beyond Commerce’s restricted common stock issued to Robert Bisson on June 4, 2019, the 31,500,000 shares of Beyond Commerce’s restricted common stock issued to Christian Schine on June 4, 2019, and the 7,000,000 shares of Beyond Commerce’s restricted common stock issued to Ryan Rich on June 4, 2019, were released from any further claims. As Beyond Commerce had not paid any additional funds to the previous owners of PathUX and the extension period had expired, the Company has forfeited the 70,000,000 shares valued at $427,000 which were reflected in the December 31, 2019 financial statements.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Income (loss) from discontinued operations, net of tax and the loss on sale of discontinued operations, net of tax, of the PathUX business which is presented in total as discontinued operations, net of tax in the Company’s Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019, are as follows:

	Three months ended September 30,
	2020		2019

Total net sales	$	-	$	623,629
Cost of sales		-		412,464
Operating, selling, general and administrative expenses		-		128,522
Amortization of software		-		134,686
Income (loss) from discontinued operations		-		(52,043)
Gain on sale of discontinued operations		-		-
Income tax provision		-		-
Discontinued operations, net of tax		-		(52,043)

	Nine months ended September 30,
	2020		2019

Total net sales	$	219,867	$	694,672
Cost of sales		147,829		467,892
Operating, selling, general and administrative expenses		91,134		132,942
Amortization of software		134,686		134,686
Income (loss) from discontinued operations		(153,781)		(40,849)
Gain on sale of discontinued operations		504,482		-
Income tax provision		-		-
Discontinued operations, net of tax		350,700		(40,849)

The following table presents the amounts reported in the Consolidated Condensed Balance Sheets as held for sale related to the PathUX Assets as of December 31, 2019. As the sale was finalized shortly after close of the first quarter 2020, the current balance sheet no longer reflects these operations.

	December 31,
	2019
Current assets
Cash & cash equivalents	$	95,470
Accounts receivable - net		18,000
Total current assets		113,470
Proprietary Software, net		972,289
Intangible asset		1,722,796
Assets held for sale	$	2,808,555

Current liabilities	$	159,255
Contingent acquisition liability - short term		1,951,205
Contingent acquisition liability - long term		1,048,795
Liabilities of assets held for sale	$	3,159,255

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE 5 - PROPERTY, ~~WEBSITE~~SOFTWARE AND COMPUTER EQUIPMENT

Property and equipment at September 30, ~~2010~~2020 and December 31, ~~2009~~2019 consisted of the ~~following unaudited:~~

2010 2009
Office and computer equipment $ 166,054 $ 275,122
Website 1,184,566 776,436
Total property, website and computer equipment 1,350,620 1,051,558
Less: accumulated depreciation (673,511 ) (517,571 )
Total property, website and computer equipment $ 677,110 $ 533,987

~~[9]~~

following:

		September 30, 2020		December 31, 2019
Office and computer equipment	$	25,003	$	22,214
Furniture and fixtures		17,888		4,448
Software		20,822		20,822
Total property, software and computer equipment		63,713		47,484
Less: accumulated depreciation		(20,606)		(10,016)
	$	43,107	$	37,468

Depreciation expense for the three and nine month periods ended September 30, 2020 was $3,816 and $10,591, respectively compared to $ 10,591 and $132,824 for the same periods in 2019, respectively.

NOTE ~~5 - OTHER~~6 – INTANGIBLE ASSETS

~~Other current~~

Intangible net assets of the Company at September 30, ~~2010~~2020 and December 31, ~~2009 consisted of the following unaudited:~~

2010 2009
Prepaid commissions $ - $ 294,872
Credit Card processor retentions 11,259 132,606
Other 25,913 91,199
Total $ 37,172 $ 518,677

~~Other assets at September 30, 2010 and December 31, 2009 consisted of the following unaudited:~~

2010 2009
Rent Deposits $ 25,985 $ 31,763
Credit Card Reserve 431 20,084
Vendor Deposit 2,928 10,357
TOTAL $ 29,344 $ 62,204

~~NOTE 6 - OTHER CURRENT LIABILITIES~~

~~Other current liabilities at September 30, 2010 and December 31, 2009 consisted of the following unaudited:~~

2010 2009
Accrued interest $ 648,349 $ 508,554
Accrued interest - related party 374,970 180,720
Accrued commission - 7,272
Accrued payroll and related expenses 728,635 523,240
Accrued payroll and related expenses – related party 79,310
Payroll tax liability 1,015,945 1,018,325
Credit Cards 106,480 84,682
Other 170,063 65,757
Other- related party 35,600 70,666
Total other current liabilities $ 3,159,352 $ 2,459,216

NOTE 7 - SHORT TERM BORROWINGS – unaudited 9/30/2010 12/31/2009
Note payable to Carole Harder bearing an annual interest rate of 12%, unsecured, due 1/31/10* $ 190,000 $ 190,000
Convertible Promissory Notes, bearing an annual interest rate of 12%, secured, due 1/31/10* 1,910,000 2,210,000
Convertible Promissory Notes, bearing an annual interest rate of 18%, secured, due 5/16/10 1,333,333 1,333,333
Convertible Promissory Notes due 10/15/2010 141,663 141,663
Convertible Promissory Notes due 10/15/2010 291,665 291,665
Convertible Promissory Notes due 10/15/2010 116,666 116,666
Convertible Promissory Notes due10/15/2010 373,332 373,332
Convertible Promissory Notes due 10/15/2010 699,996 699,996
Sundry Bridge Notes, bearing an annual interest rate 12%, unsecured, due - 1/31/2010* 200,000 1,000,000
Convertible Promissory Notes due 2/26/2011 150,000 -
Total principal $ 5,406,655 $ 6,356,655
Less: unamortized debt discount (92,899 ) (776,122 )
Net balance $ 5,313,756 $ 5,580,533

~~[10]~~

~~The above notes listed~~2019 are summarized as ~~Convertible Promissory Note Holders, except for $1,333,333 and $25,000, have a lien on all the assets of the Company.~~

* The above notes with maturity dates on January 31, 2010 are in default as of the date of these financial statements for failure to pay the principal and accrued interest at Maturity.

** The above Convertible Preferred Promissory Notes due OmniReliant Holdings with maturity dates ranging from July29, 2010 through October 15, 2010 are also in default under cross-default provisions contained in those agreements.

In February 2010, Kaching received $25,000 from an accredited investor as a short-term advance in a bridge transaction, subject to consummation of the merger between Duke Mining and Kaching (see Note 16). The advance, upon successful completion of the merger, wasconverted into 236,667 shares of the post-merger Kaching common stock.

In the second quarter of 2010, three of our note holders converted principal and interest of their convertible promissory notes into shares of the Company common stock at a conversion rate of $0.10 per share. Total principal converted was $150,000, which was converted into 1,500,000 shares of the Company common stock. Total accrued interest was $42,100 and was converted into 420,979 shares of the Company common stock.In the third quarter of 2010, two of our note holders converted principal and interest of their convertible promissory notes into shares of the Company common stock at a conversion rate of $0.10 per share. Total principal converted was $150,000, which was converted into 1,500,000 shares of the Company common stock. One of our note holders converted principal and interest of their convertible promissory notes into shares of the Company common stock at a conversion rate of $0.20 per share. Total principal converted was $800,000, which was converted into 4,000,000 shares of the Company common stock. Total accrued interestfollows:

	September 30, December 31,
	2020		2019
Tradename-Trademarks	$	460,644	$	501,692
Assembled Workforce		341,335		371,751
IP/Technology		120,267		146,667
Customer Base		1,328,189		1,449,205
Non-Competition agreements		47,104		131,892
Customer Relationships - CCS		480,356		535,876
Total intangible assets	$	2,777,895	$	3,137,083

Amortization expense for the three ~~shareholders~~and nine month periods ended September 30, 2020 was ~~$100,422~~$120,436 and ~~was converted into 717,500 shares of~~$361,309, respectively compared to $103,371 and $241,358 for the ~~Company common stock.~~

same periods in 2019, respectively.

NOTE ~~8 -~~ 7. OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:

	September 30,		December 31,
	2020		2019
Accrued interest - notes	$	313,818	$	149,873
Total other current liabilities	$	313,818	$	149,873

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE 8. SHORT- AND LONG-TERM BORROWINGS

Short-term and Long-term borrowings, consist of the following:	September 30,		December 31,
Short term debt;	2020		2019
Convertible Promissory Notes, bearing an annual interest rate of 15% secured, due 02/14/2019	$	5,000	$	50,000
Convertible Promissory Notes, bearing an annual interest rate of 12% secured, due 08/27/2019		97,259		199,181
Short-Term Note – Jean Mork Bredeson cash deficit holdback, 15%, past due		210,000		210,000
Short-Term Note – Jean Mork Bredeson purchase allocation, 15%, past due		1,409,169		1,381,914
Funding from the Payroll Protection Program, annual interest of 1%, due 04/24/2022		500,000		-
Convertible Promissory Notes, bearing an annual interest rate of 8% secured, due 08/07/2020		1,044,486		1,467,869
Total short-term debt		3,265,914		3,308,964

Long term debt;
Convertible Promissory Notes, bearing an annual interest rate of 5.0%, due 12/31/22		350,000		350,000
Promissory Note – Jean Mork Bredeson, interest rate 5.5%, due 2/28/2022		2,100,000		2,100,000
Senior Secured Redeemable Debenture, bearing an annual interest rate of 16%, due 12/31/2021		863,760		900,000
Total short-term and long-term borrowings, before debt discount		6,579,674		6,658,964
Less debt discount		(150,529)		(824,417)
Total short-term and long-term borrowings, net	$	6,429,145	$	5,834,547

Short-term and Long-term borrowings, consist of the following:
Short-term borrowings – net of discount	$	3,265,914	2,714,762
Long-term borrowings – net of discount		3,163,231	3,119,785
Total Short-Term and long term borrowings – net of discount	$	6,429,145	5,834,547

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

On August 7, 2018, we entered into a securities purchase agreement (“SPA”) with Discover Growth Fund, LLC (“Discover”), pursuant to which we issued a senior secured redeemable convertible debenture in the principal amount of $2,717,391 (of which $217,391 was retained by Discover as an original issue discount) (the “Debenture”), in exchange for $500,000 cash consideration and a promissory note issued to BYOC in the amount of $2,000,000 (the “Note”).

Pursuant to the terms of the SPA, we issued to Discover a warrant to purchase up to 16,666,667 shares of our common stock, exercisable beginning on the nine (9) month anniversary from the date of issuance for a period of three (3) years at an exercise price of $0.15 per share (the “Warrant”).

The Debenture is subject to interest at a rate of 8.0% per annum and can be converted into shares of the Company’s common stock at a price equal to the lower of (i) $0.15 per share of common stock, and (ii) if there has never been a trigger event (as defined in the Debenture), (A) the average of the 5 lowest individual trades of the shares of common stock, less $0.01 per share, or following any such trigger event, (B) 60% of the foregoing. However, at no time can the debenture be converted at a price below $0.001 per share.

During the fiscal year 2019, Discover Growth Fund LLC issued the additional $2,000,000 to the Company and converted $1,249,522 of the aggregate debt. During the nine months ended September 30, 2020, Discover Growth Fund LLC converted $423,383 of their outstanding debt.

On September 14, 2018, the Company issued a short-term convertible note payable for $50,000. The note was originally due on February 14, 2019 and bears interest at a rate of 15% per annum. The note is convertible into shares of common stock at $0.10 per share. The company is currently negotiating an extension with the noteholder and has paid $45,000 of the outstanding debt, leaving a remaining principal balance due of $5,000. This note is currently past due and is being negotiated to cure, nevertheless this note has no default provisions.

On November 27, 2018, the Company received funding in conjunction with a convertible promissory note and a security purchase agreement dated November 27, 2018, in the amount of $250,000. The lender was Auctus Fund LLC. The notes have a maturity of August 27, 2019 and interest rate of 12% per annum and are convertible at a price of 60% of the lowest trading price on the primary trading market on which the Company’s Common Stock is then listed for the twenty-five (25) trading days immediately prior to conversion. Additionally, If the stock price falls below par value , additional shares will be issued at the lower conversion rate so that stocks continue to be issued at par value. The note may be prepaid but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. The Company is currently negotiating an extension with the noteholder as it is currently past due. As a result of a default provision, the interest rate has increased to 24%. The Company during 2020 issued 980,000,000 shares of its common stock which reduced the principal by $101,922 and paid interest of $39,777.

Effective February 28, 2019 as a component of the closing of the business combination between Beyond Commerce, Inc. and Service 800, Jean Mork Bredeson, Founder and President of Service 800, the Company issued a $2,100,000 three-year 5.5% promissory note. Interest only payments are required during the first year of the note. The $2,100,000 promissory note is personally guaranteed by George Pursglove which in turn will be Geordan Pursglove since the passing of the former Chief Executive Officer.

As a component of the Service 800 transaction, in lieu of the entire cash payment of $2,100,000 being made to Ms. Bredeson, a $210,000 amount was to be withheld until May 30, 2019 and continues to be outstanding. This note does not carry any interest obligations. Also, as all cash and accounts receivables at the effective date of the closing were to be retained by Ms. Bredeson this allocation of cash is to be distributed quarterly on a non interest basis as true-ups are derived, which amounted to $1,409,169 as of September 30, 2020. Although holdbacks did not initially include interest obligations, we agreed to begin accruing interest at 10% in September 2019, and then 15% in October 2019 if we past an agreed repayment date.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

On December 31, 2019, Beyond Commerce, Inc., a Nevada corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with TCA Special Situations Credit Strategies ICAV, an Irish collective asset vehicle (the “Buyer” or “TCA ICAV”), and TCA Beyond Commerce, LLC, a Wyoming limited liability company (“TCA Beyond Commerce”), pursuant to which the Buyer purchased from the Company a senior secured redeemable debenture having an initial principal amount of $900,000 and an interest rate of 16% per annum (the “Initial Debenture”). The Initial Debenture, and any future debentures that may be purchased by Buyer pursuant to the Securities Purchase Agreement (the “Additional Debentures”), is secured through an unconditional and continuing security interest in all of the assets and properties, including after acquired assets, of the Company and each of its subsidiaries, which are acting as guarantors with respect to the Company’s obligations under the Initial Debenture and any Additional Debentures, pursuant to that certain Security Agreement, dated December 31, 2019, entered into by the Company and TCA Beyond Commerce in favor of the Buyer (the “Security Agreement”). In addition, Geordan Pursglove, the Company’s CEO, delivered a personal guaranty with respect to the Company’s obligations under the Securities Purchase Agreement. The maturity date on this security is December 31, 2021. During the three months ended September 30, 2020 the Company paid $ 36,240 to reduce the loan balance.

TCA Beyond Commerce entered into a Membership Interest Purchase Agreement (the “Membership Interest Purchase Agreement”), whereby TCA Beyond Commerce acquired 100% of the authorized and issued membership interests of CCS from its sole member (the “CCS Seller”). TCA Beyond Commerce acquired the membership interests for a purchase price of $525,000 (the “CCS Purchase Price”), with $175,000 to be paid in cash and the remaining $350,000 to be paid through TCA Beyond Commerce’s issuance of a convertible promissory note with an original principal of $350,000 and a conversion feature that provides the CCS Seller with the right to convert outstanding principal and accrued interest into shares of the Company’s common stock at a price based on the 10-day trailing average price of the Company’s stock. The cash maturity date is December 31, 2022.

On April 24, 2020 the Company through its Service 800 Inc subsidiary, received $500,000 in funding in conjunction with a promissory note under the Payroll Protection Program is made pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). After sixty (60) days from the date the Loan is funded, but not more than twenty-four (24) weeks from the date the Loan is funded, Borrower shall apply to Bank for loan forgiveness. If the SBA confirms full and complete forgiveness of the unpaid balance of the Loan, and reimburses Bank for the total outstanding balance, principal and interest, Borrower’s obligations under the Loan will be deemed fully satisfied and paid in full. If the SBA does not confirm forgiveness of the Loan, or only partly confirms forgiveness of the Loan, or Borrower fails to apply for loan forgiveness, Borrower will be obligated to repay to the Bank the total outstanding balance remaining due under the Loan, including principal and interest, and in such case, Bank will establish the terms for repayment of the Loan Balance in a separate documentation to be provided to Borrower, which letter will set forth the Loan Balance, the amount of each monthly payment, the interest rate (not in excess of a fixed rate of one per cent (1.00% per annum), the term of the Loan, and the maturity date of two (2) years from the funding date of the Loan. No principal or interest payments will be due prior to the end of the Deferment Period. Because we anticipate the note being forgiven within the next year it is classified as short term

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE 9.COMMON STOCK, WARRANTS AND PAID IN CAPITAL

Common Stock

As of September 30, ~~2010~~2020, our authorized capital stock consisted of ~~200,000,000~~5,000,000,000 shares of common stock, par value ~~$.001~~$0.001 per share after filing an amendment to our Articles of ~~which wehad 84,131,812~~Incorporation on October 22, 2020. As of September 30, 2020, there were 3,000,000,000 issued and outstanding shares of common stock. ~~The Company issued 25,338,501shares of common stock during~~

During the ~~ninemonth period~~nine months ended September 30, ~~2010.~~

2020 the Company issued 1,504,995,322 shares valued at $1,504,995 for the conversion of certain debt and accrued interest into shares of our stock.

Holders of common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders, including the election of directors. Except as otherwise required by law, the holders of our common stock possess all voting power. Generally, all matters to be voted on by stockholders must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast by all shares of our common stock that are present in person or represented by proxy. A vote by the holders of a majority of our outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to our Articles of Incorporation. Our Articles of Incorporation do not provide for cumulative voting in the election of directors.

Holders of our common stock have no pre-emptive rights, no conversion rights and there are no redemption provisions applicable to our common stock.

~~On February 18, 2010, the Company~~

Preferred Stock

We are authorized to issue up to 250,000,000 shares of our “blank check” preferred stock, par value of $0.001. Effective July 27, 2017, we designated 250,000,000 of our “blank check” preferred shares as Series A Preferred Stock, all of which are issued ~~700,000 shares~~and outstanding. Each share of Series A Preferred Stock entitles its holder to (i) cumulative, non-participating dividends in preference and priority to any declaration or payment of a dividend on any of the Company’s ~~unrestricted~~ common stock, ~~valued~~ at ~~$21,000 for professional services received.~~

~~[11]~~

~~On April 27, 2010 the Company~~a rate of 12% per annum, and (ii) three times (3x) voting preference over common stock. As of September 30, 2020, and December 31, 2019, there were 249,999,900 and 249,999,900 issued ~~6,000,000~~and outstanding shares of ~~the Company's unrestricted common stock valued at $ 480,000 for consulting and investment bankingservices in connection with various merger and acquisition strategies~~

~~On April 29, 2010 the Company issued 637,167~~Series A preferred stock.

Following cancellation of 100 shares of ~~unrestricted~~Series A preferred stock, such 100 shares of ~~common~~preferred stock were returned to ~~an investor for conversion of $50,000 note payable and accrued interest.~~

~~On May 19, 2010 the Company issued 6,000,000 shares of unrestricted shares of common stock to the stockholders and debt holders of Adjuice, Inc. which the Company acquired.~~

~~On May 19, 2010 the Company issued 500,000 shares of common stock to an officer of the Company as payment of accrued wages.~~

~~On May 27, 2010 the Company issued 642,167 shares of unrestricted shares of common stock to an investor for conversion of $50,000 note payable and accrued interest.~~

~~On June 7, 2010 the Company issued 641,667 shares of unrestricted shares of common stock to an investor for conversion of $50,000 note payable and accrued interest.~~

~~On July15, 2010 the Company issued 1,290,667 shares of unrestricted shares of common stock to an investor for conversion of $100,000 note payable and accrued interest.~~

On July 23, 2010, we issued 1,000,000 shares of unrestricted common stock pursuant to our S-1 registration statement which was effective as of 2/18/10 to an accredited investor in exchange for cash proceeds of $100,000.

On July 23, 2010, we entered into a non-exclusive arrangement with a consultant in exchange for 3,000,000 shares of unrestricted common stock valued at $210,000 for business development andacquisitionidentification advisoryservices in connection with various merger and acquisition strategies pursuant to our S-8 registration statement which was filed 4/23/10.

~~On July27, 2010 the Company issued 4,280,000 shares of unrestricted shares of common stock to an investor for conversion of $800,000 note payable and accrued interest.~~

~~On September16, 2010 the Company issued 646,833 shares of unrestricted shares of common stock to an investor for conversion of $50,000 note payable and accrued interest.~~

~~Warrants~~

~~The following is a summary of the Company’s outstanding common stock purchase warrants:~~

Exercise
Price

Outstanding
December 31st,
2009

Issued in
2010

Transferred/
Exercised

Outstanding
September 30, 2010

$ 0.01 113,520 (1) 113,520
$ 0.10 109,008,215 1,500,000 55,000 110,563,215
$ 0.30 30,300 30,300
$ 0.50 101,000 (1) 101,000
$ 0.70 1,244,116 (15,000 ) 1,229,116
$ 0.90 -
$ 0.93 3,127,860 3,127,860
$ 1.00 2,743,246 (40,000 ) 2,703,246
$ 2.40 132,310 (1) 132,310
116,500,567 1,500,000 - 118,000,567

~~[12]~~

~~(1)~~

The chart above includes in the outstanding December 31, 2007 balance warrants to purchase BOOMj.com common stock. The BOOMj.com warrants to purchase common stock should have been exchanged for warrants of the Company. On June 28, 2008, the Company issued replacement warrants for the BOOMj.com warrants. The outstanding warrants as of December 31, 2009, therefore, include an additional 260,442 warrants issued to replace the warrants previously issued by Boomj.com, Inc., which new warrants were issued at a rate of 2.02 shares of the Company common stock for each warrant share of BOOMj.com. The Company has reserved a sufficient number of shares of authorized common stock for issuance upon exercise of the outstanding warrants.

~~(2)~~

~~In May and June 2010, the Company agreed to amend the strike price of 40,000 warrants to $0.10 from $1.00 and 15,000 warrants to $0.10from $0.70.~~

~~2008 Stock Option Plan~~

~~On September 11, 2008, our Board of Directors adopted Beyond Commerce’s 2008 Equity Incentive Plan, and on June 12, 2009 the Board amended the plan to increase~~treasury, increasing the number of shares of ~~common~~authorized undesignated preferred stock ~~that may be~~from 0 to 100. The Board designated 51 of such 100 shares as Series B Preferred. Each share of Series B Preferred carries approximately 1% of the voting power, but these shares do not have any economic rights. The Board issued under the plan from 3,500,000 to 7,000,000. Effective April 1, 2010, the Board of Directors further increased the number of shares issuable under the 2008 Equity Incentive Plan by 10,000,000 to a total of 17,000,000 shares. On July 24, 2009 the Plan was submitted to, and approved by our stockholders at the 2009 Annual Meeting of stockholders. Under the 2008 Equity Incentive Plan, we are currently authorized to grant options, restricted stock and stock appreciation rights to purchase up to 17,000,000on October 2, 2019, 20 shares of ~~common stock~~the Series B Preferred to ~~our employees, officers, directors, consultants and advisors. Awards under the plan may consist~~Geordan Pursglove. An additional 13 shares of stock options (both non- qualified options and options intended to qualify as “Incentive Stock Options” under Section 422 of the Internal Revenue Code of 1986, as amended), restricted stock awards and stock appreciation rights.

~~Stock Options Granted~~

On September 11, 2008, the Board of Directors approved the issuance of stock options as described below in accordance with the 2008 Equity Incentive Plan. The employee options have a cliff vesting schedule over a three year period that vest one third after one year of service and then 4.2% per month over the remaining twenty-four months. OptionsSeries B Preferred was issued to ~~non-employees for meeting performance-based goals vest immediately.~~

Option
Group

Outstanding
December 31, 2009

Issued
Ninemonths
ended
September 30,
2010

Terminated/
Transferred/
Exercised

Outstanding
September 30,
2010

$ .10-.49 468,500 1,500,000 (150,500 ) 1,818,000
$ .50-.69 873,274 - (773,274 ) 100,000
$ .70-.89 1,098,602 - (553,602 ) 545,000
$ .90-.99 686,844 - (661,844 ) 25,000
$ 1.00-1.25 770,694 - (365,694 ) 405,000
$ 1.26-1.70 219,637 - (209,637 ) 10,000
4,117,551 1,500,000 (2,714,551 ) 2,903,000

Geordan Pursglove on August 4, 2020. The ~~estimated fair~~remaining 18 shares of Series B Preferred are authorized but unused. There are 49 shares of authorized but undesignated preferred stock. The value of the ~~aforementioned options was calculated using~~October 2, 2019 transaction is $293,000 based on an independent valuation of the ~~Black-Scholes model.~~ transaction and the value of the August 4, 2020 transaction is $190,450.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Warrants

The Company recorded a share-based compensation expense of $82,068 and $213,814 for the three months ended September 30, 2010 and 2009, respectively. The Company recorded a share-based compensation expense of $259,805 and $1,718,290 for the nine months ended September 30, 2010 and 2009, respectively.

~~[13]~~

~~In the second quarter of 2010, the Company modified two option agreements totaling 500,000~~entered into an agreement in 2018 in conjunction with convertible notes payable to issue seven (7) warrants to purchase shares of the Company’s common stock towhich have an ~~officer of the Company. The modification was to reduce the~~ exercise price of $0.15 or 65% of the ~~options to $0.10 per share.~~three lowest trading days within a 20-day market price timeframe, whichever is lower. The warrants also contain certain cashless exercise features. The issuance of these warrants is predicated on the completion of the funding requirements within the terms of the security agreement; however, these funding requirements were never met. The Company ~~used~~is currently negotiating a ~~Black Scholes model~~settlement with respect to ~~estimate~~any warrants.

Pursuant to the ~~change in fair value at the time~~terms of the ~~modification. The modification resulted in an increase in fair value of approximately $6,000 which is being amortized over the remaining vesting period of those options.~~

~~In connection with our~~Discover Growth Fund SPA, we issued to Discover warrant to purchase ~~of Adjuice, Inc. (see Note 16), we entered into an employment agreement with the principal stockholder of Adjuice, Inc. in which we agreed~~up to ~~issue two options (1) for the executive to acquire 1,500,000~~16,666,667 shares of our common stock ~~with~~upon the subsequent funding of the remaining $2,000,000 which occurred on February 28, 2019, exercisable beginning on the nine (9) month anniversary from the date of issuance for a ~~strike~~period of three (3) years at an exercise price of ~~$0.10~~$0.15 per share ~~that vests 50% after completion~~(the “Warrant”). In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model and based on the relative fair value of ~~1 year~~the warrant and cash received, we recorded a debt discount on the note principle of ~~service and the remaining 50% ratably over~~$696,850. Management used the following 12inputs to value the Discover Warrants by Expected Term – 3 years, Exercise Price - $0.15, Expected Volatility- 388.94%, Expected dividends – None, and Risk-Free Rate – 2.54%

As of September 30, 2020, these warrants have vested.

NOTE 10. COMMITMENTS AND CONTINGENCIES

Legal Matters

A complaint against the Company, dated February 5, 2020, has been filed in Hennepin County, Minnesota, by Jean Mork Bredeson, the former President and former owner of Service 800, making certain claims related to the Company's acquisition of Service 800, seeking in excess of $1.6 million in damages. On March 16, 2020, the Company and Service 800 filed an answer, counterclaim and third-party claim against Ms. Bredeson and defendants Allen Bredeson and Jeff Schwedinger, former employees of Service 800. Answers and Affirmative and Additional Defenses to Third Party Claims were filed by Mr. Bredeson on April 7, 2020 and by Mr. Schwedinger on April 9, 2020 and, on April 24, 2020, Ms. Bredeson filed a Motion to Dismiss. The Court denied in full Ms. Bredeson’s motion to dismiss or for a more definite statement. Subsequently, using a wholly owned entity she controls, Ms. Bredeson filed another matter, captioned Green Valley Associates Inc. vs Service 800 Inc., 27-CV-20-13800. Although Ms. Bredeson is seeking to have the matters handled by separate judges, the Company is seeking consolidation of the two matters before Judge Klein, the judge who denied Ms. Bredeson's motion to dismiss. Ms. Bredeson also has since filed, and then withdrawn, other motions, without allowing them to reach Judge Klein. Discovery is ongoing, but we expect the matter will continue for another six months ~~and has~~before substantive motions. An early attempt at mediation was unsuccessful, but another attempt at the end of discovery may be more fruitful. In the interim, the Company is continuing to vigorously defend itself against this lawsuit.

In addition to the above, from time to time, we may be involved in litigation in the ordinary course of business. Other than as set forth above, we are not currently involved in any litigation that we believe could have a ~~term~~material adverse effect on our financial condition or results of ~~5 years and (2) a second option~~operations. Other than as set forth above, to ~~acquire 75,000 shares~~our knowledge, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of our executive officers or any of our subsidiaries, threatened against or affecting our Company, our common stock, ~~(with~~any of our subsidiaries or any of our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Operating Lease

We currently lease virtual office space at 3773 Howard Hughes Parkway, Suite: 500 Las Vegas, NV 89169. We pay an annual fee of $120 for this lease. In February of 2020 the ~~same terms~~Company moved its Service 800, Inc. subsidiary to 110 Cheshire Lane, Minnetonka Minnesota 55305. Service 800 leases 3,210 square feet of office space under an operating lease agreement with Carlson Center East LLC. The lease, which expires in February 2021, requires base monthly rents of $4,160, plus operating expenses.

NOTE 11. RELATED PARTIES

As of September 30, 2020, 206,249,900 shares of BCI’s Series A Convertible 12% Cumulative Preferred stock are held by The 2GP Group LLC, an entity controlled by Geordan Pursglove, President, CEO and Director. The Series A Convertible 12% Cumulative Preferred stock include a three times (3x) voting preference.

During the fourth quarter 2019 the Company canceled 100 shares of Series A preferred stock, such 100 shares of preferred stock were returned to treasury, increasing the number of shares of authorized undesignated preferred stock from 0 to 100. The Board designated 51 of such 100 shares as Series B Preferred. Each share of Series B Preferred carries approximately 1% of the ~~first option except for~~voting power, but these shares do not have any economic rights. On October 2, 2019, the ~~vesting) for each $100,000 in cumulative EBITDA over any~~Board issued 20 shares of the Series B Preferred to Geordan Pursglove. An additional 13 shares of Series B Preferred was issued to Geordan Pursglove on August 4, ~~consecutive quarters achieved through the executives efforts using the current resources~~2020. The remaining 18 shares of ~~Adjuice, Inc.~~Series B Preferred are authorized but unused. There are 49 shares of authorized but undesignated preferred stock. The ~~Company used a Black Scholes model to value the first option with a total~~ value of ~~approximately $130,000. The Company has determined that under a probability weighted evaluation that~~the 2019 transaction is $293,000 based on an independent valuation of the transaction and the value of the ~~second option~~August 4, 2020 transaction is clearly immaterial and no value was recorded at inception. Should the likelihood of issuance increase in future quarters, additional expense will be recorded at that time. The second option was not included in the table above.

~~Convertible Securities~~

As of September 30, 2010, the Company had an aggregate number of shares of common stock issued as well as instruments convertible or exercisable into common shares that exceeded the number of the Company’s total authorized common shares by approximately 66,876,673 shares. The Company determined that the excess shares were related to warrants issued in 2009. These excess shares were triggered by the Company issuing shares of stock in October 2009 at $0.10 per share. This caused all convertible instruments with reset provisions to reset the exercise price and conversion price to $0.10, which triggered provisions within the respective instruments that greatly increased the number of potential shares issuable on their exercise or conversion. Based upon FASB accounting guidance, the Company determined the fair value of these excess shares using the Black-Scholes valuation model. The Company revalued this liability at September 30, 2010 and December 31, 2009 and determined the value to be approximately $1,063,244and $950,000, respectively.

~~In 2009~~$190,450.

On May 8, 2019, the Company issued a short-term convertible ~~notes~~note payable to a board member for $54,000. The note had a sixty- day term which was due on July 8, 2019 and ~~warrants that contained reset provisions in regards to the associated conversion and exercise features (see Note 7). In accordance with FASB guidance related to the valuation~~bears interest at a rate of convertible notes and warrants with conversion features and/or exercise features that can reset the conversion and/or exercise price based on future equity transactions, the Company valued the warrants and conversion feature of the notes and warrants and bifurcated them from the host contracts as a derivative by recognizing additional liability for the fair value assigned to those derivative features.

~~On August 26, 2010, we issued secured convertible notes in the aggregate principal amount of $150,000 and five-year warrants to purchase~~15% per annum. The company is currently negotiating an ~~aggregate of 1,500,000 shares of common stock at an initial exercise price of $0.10 per share in exchange for aggregate cash proceeds of $150,000 in a Private Placement exempt from registration~~extension with the ~~Securities and Exchange Commission.~~ ~~In accordance with FASB guidance, related to~~noteholder as it is currently past due, however the valuation of convertible notes and warrants with conversion features and/or exercise features that can reset the conversion and/or exercise price based on future equity transactions, the Company valued the warrants and conversion feature of this note and bifurcated them from the host contract as a derivative by recognizing an additional liability for the fair value assigned to those derivative features of approximately $773,950 at inception of the agreements. The company recorded discounts on the notes of approximately $100,000 related to the value of the warrants, derivative liability to be amortized over the term of the notes

The change in fair value of all derivative liabilities of approximately $3,889,275 for the three month period ended September 30, 2010 was recognized in the statement of operations under the income related to derivative line item.

~~[14]~~

~~Dividends~~

The Company anticipates that all future earnings will be retained to finance future growth. The payment of dividends, if any, in the future to the Company’s common stockholders is within the discretion of the Board of Directors of the Company and will depend upon the Company’s earnings, its capital requirements and financial condition and other relevant factors. The Company has not paid a dividend on its common stock and does not anticipate paying any dividends on its common stock in the foreseeable future but instead intends to retain all earnings, if any, for use in the Company’s business operations. The Company is restricted from paying dividends in cash while any principal or accrued interest is outstanding under the OmniReliant Holdings Convertible Notes (see Note7).

no default provisions.

NOTE ~~9 - COMMITMENTS and CONTINGENCIES~~

~~Legal Matters~~

In 2008 the Company filed suit against its former President, CEO for breach of confidentiality and non-compete while employed and also post employment, breach of fiduciary duty and other matters, and the Company is seeking to enforce certain non-compete agreements. The former CEO subsequently counter-sued the Company for breach of contract, breach of implied covenant of good faith and fair dealing and other matters. The former CEO is seeking to be awarded $75,000 in cash plus at least 3.3 million shares of stock of the Company. No amounts have been recorded by the Company as of September 30, 2010 and the date of these financial statements.

The Company filed suit in the Eighth Judicial District of Nevada on July 7, 2010 against Sichenzia, Ross, Friedman, Ference, LLP; the Company’s former law firm and against Darrin Ocasio, an attorney at that firm. The claims alleged include breach of contract and breach of fiduciary duty while representing the Company.

~~FacilitiesLease~~

~~The Company’s offices are currently located in the office space of Kaching Kaching, Inc. Since May 2010, Kaching has not charged the Company any rent for the use of this space.~~

Total rent expense incurred by the Company, which includes month to month rental expenditures was $0 and $168,207 for the three month period ended September 30, 2010 and 2009, respectively and $54,240 and $220,533 for the nine months ended September 30, 2010 and 2009 respectively. The Company closed its California office in May of 2009.

~~Tax Lien~~

On February 17, 2010, the Internal Revenue Service placed a federal tax lien of $756, 711 and $176,097 on June 14, 2010 against all of the property and rights to the property of Boomj.com for unpaid federal payroll withholding taxes for the year ended December 31, 2009.

~~NOTE 10 – SEGMENT REPORTING~~

Beyond Commerce, Inc managed its operations through three business segments: BOOMj.com dba i-SUPPLY, KaChing KaChing and Adjuice. Each unit owns and operates the segments under the respective names.

The Company evaluates performance based on net operating profit. Administrative functions such as finance, treasury, and information systems are centralized and although they are not considered operating segments are presented below for informative purposes. However, where applicable, portions of the administrative function expenses are allocated between the operating segments. The operating segments share facilities in Henderson NV. In the event any supplies and/or services are provided to one operating segment by the other, the transaction is valued according to the company’s transfer policy, which approximates market price. The costs of operating the segments are captured discretely within each segment. The Company’s leasehold improvements, property, computer equipment, inventory, and results of operations are captured and reported discretely within each operating ~~segment.~~

~~[15]~~

~~Summary financial information for the reportable segments as of the nine months ended September 30 is as follows:~~

2010 2009
Operations: BoomJ.com dba I-Supply
Net Sales $ 297,158 $ 409,051
Gross Margin 283,015 345,614
Depreciation (134,335 ) (145,041 )
Assets 251,969 517,802
Capital Expenditures 44,785 11,333
Net Loss (677,748 ) (4,662,761 )

Operations: KaChing KaChing (through 4/22/2010)
Net Sales $ 205,105 $ -
Gross Margin 65,613 -
Depreciation (17,605 ) -
Assets - -
Capital Expenditures - -
Net (Loss) Gain (416,116 ) -

Operations: Adjuice (commencing May 20,2010)
Net sales $ 75,101 $ -
Gross Margin 3,969 -
Depreciation (36,827 ) -
Assets 494,600 -
Capital Expenditures - -
Net (Loss) Gain (337,130 ) -

Operations: LocalAdLink (Discontinued)
Net sales $ 397,405 $ 12,299,017
Gross Margin 103,032 876,544
Depreciation - (50,492 )
Assets 2,343 2,088,816
Capital Expenditures - 509,935
Net (Loss) Gain 60,177 (4,774,910 )

Consolidated
Consolidated Operations:
Net sales $ 577,354 $ 409,051
Gross Margin 352,597 346,381
Other Operating Expenses (4,231,452 ) (5,936,312 )
Depreciation (188,767 ) (145,041 )
Non-operating income (expense) 5,894,363 (5,734,972 )
Income (loss) from discontinued operations 60,177 (4,774,910 )
Net (Loss) (791,796 ) (17,114,906 )
Assets 2,899,717 4,840,462
Basic & Diluted Net Loss Per Share (0.01 ) (0.18 )
Capital Expenditures 44,785 120,929

~~[16]~~

~~Summary financial information for the reportable segments as of the three months ended September 30 is as follows:~~

2010 2009
Operations: BoomJ.com dba I-Supply
Net Sales $ - $ 240,079
Gross Margin (290 ) 197,903
Depreciation (43,128 ) (48,473 )
Assets 251,969 517,802
Capital Expenditures - 7,642
Net Loss (393,764 ) (1,399,235 )

Operations: KaChing KaChing (through 4/22/10)
Net Sales $ - $ -
Gross Margin - -
Depreciation - -
Assets - -
Capital Expenditures - -
Net (Loss) Gain - -

Operations: Adjuice (commencing May 20, 2010)
Net sales $ 26,464 $ -
Gross Margin (4,063 ) -
Depreciation (24,999 ) -
Assets 494,600 -
Capital Expenditures - -
Net (Loss) Gain (176,931 ) -

Operations: LocalAdLink (Discontinued)
Net sales $ (2,930 ) $ 1,811,787
Gross Margin (2,781 ) 412,212
Depreciation - (50,392 )
Assets 2,343 2,088,816
Capital Expenditures - 400,339
Net (Loss) Gain (9,980 ) (450,729 )

Consolidated
Consolidated Operations:
Net sales $ 26,454 $ 240,079
Gross Margin (4,353 ) 197,903
Other Operating Expenses (753,905 ) (2,151,477 )
Depreciation (68,127 ) (48,473 )
Non-operating income (expense) 3,703,156 ) (2,002,047 )
Income (loss) from discontinued operations (9,980 ) (450,729 )
Net Income/(Loss) 1,895,880 (8,535,345 )
Assets 2,899,717 3,219,204
Basic & Diluted Net Loss Per Share 0.02 (0.18 )
Capital Expenditures - -

~~[17]~~

~~NOTE 11 – RELATED PARTIES (not described elsewhere)~~

During the three and nine months ended September 30, 2009, we paid Linlithgow Holdings, a major stockholder, a total of $90,412 and $246,052, respectively for consulting services and advertising commissions rendered to us. There were no payments during the same periods in 2010.

During the three month period ended September 30, 2010 and 2009, we paid FA Corp. a total of $8,778and $9,240 respectively for various services provided to us by Mr. Murray Williams. Mr. Williams is a member of our Board of Directors and the principal stockholder of FA Corp. During the nine month period ended September 30, 2010 and 2009, we paid FA Corp. a total of $28,644 and $39,578 respectively for various services provided to us by Mr. Murray Williams.

~~NOTE 12 –~~12. NET ~~LOSS~~INCOME (LOSS) PER SHARE OF COMMON STOCK

The Company follows ~~FASC~~ASC 260-10, which requires presentation of basic and diluted ~~EPS~~Earnings per Share (“EPS”) on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying consolidated financial statements, basic ~~loss~~net income (loss) per share of common stock is computed by dividing the net ~~loss~~income (loss) by the weighted average number of shares of common stock outstanding during the year. Basic net ~~loss~~income (loss) per common share is based upon the weighted average number of common shares outstanding during the period. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. ~~However, shares associated with convertible~~

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

Convertible debt ~~stock options~~ and stock warrants are not included because the inclusion would be anti-dilutive (i.e. reduce the net loss per common share). The total number of shares related to the anti-dilutive instruments excluded from the diluted net loss per common share presentation was 171,872,917 and 30,906,562 at September 30, 2010 and 2009, respectively.

~~Warrants outstanding exercisable into 116,500,567 shares of the Company’s common stock vested options exercisable into 505,800 shares of the Company’s common stock and convertible debt~~interest that is convertible into ~~54,866,550~~2,361,446,290 and 1,793,015,787 shares of the Company’s common stock are not included in the computation, along with 249,999,900 and 250,000,000 of ~~diluted earnings per share because~~ the ~~effect of these instruments would be anti-dilutive (i.e., reduce the loss per share)~~Company’s preferred stock, for the ~~three~~nine months ended September 30, ~~2010.~~ 2020 and 2019, respectively. These shares are not included as they would be antidilutive. Additionally, there are 16,666,667 and 16,666,667 warrants that are exercisable into shares of stock as of September 30, 2020 and 2019, and there is an outstanding issue with Iliad, a former noteholder that claims warrants as being issued and outstanding that could result in 147,727,273 and 44,318,182 shares being issued as of September 30, 2020 and 2019. The Company is currently in negotiations over the issue. As 16,666,667 of the warrants are exercisable above the current market rate, they would be excluded from any dilutive share calculations.

The following is a reconciliation of the numerator and denominator of the basic and diluted earnings per share computations for the ~~nine months~~three and nine-month period ended September 30, ~~2010~~2020 and ~~2009:~~

2010 2009
Numerator

Basic and diluted net loss per share:

Net Income (loss) available to common stock holders $ (791,796 ) $ (17,114,906 )

Denominator

Basic and diluted weighted average number of shares outstanding 72,679,602 43,737,435

Basic and diluted net loss per share $ (0.01 ) $ (0.39 )

2019:

		Nine-month period ended September 30,				Three-month period ended September 30,
		2020		2019		2020		2019
Loss from continuing operations	$	(10,668,157)	$	(7,072,644)	$	(7,729,449)	$	1,860,560
Income from discontinued operations		350,700		(40,849)		-		(52,043)
Consolidated net loss	$	(10,317,457)	$	(7,113,493)	$	(7,729,449)	$	1,808,517
Weighted average shares used for diluted earnings per share		2,129,022,445		1,176,847,590		2,927,661,679		1,343,286,588
Incremental Diluted Shares		-*		-*		-*		2,087,333,969
Weighted Average shares used for diluted earnings per share		2,129,022,445		1,176,847,590		2,927,661,679		3,430,620,557
Net income (loss) per share:
Basic: continuing operations	$	(0.01)	$	(0.01)	$	(0.00)	$	0.00
Diluted: continuing operations	$	(0.01)	$	(0.01)	$	(0.00)	$	0.00
Basic and Diluted: discontinued operations	$	0.00	$	(0.00)		-	$	(0.00)
Total Basic	$	(0.01)	$	(0.01)	$	(0.00)	$	0.00
Total Diluted	$	(0.01)	$	(0.01)	$	(0.00)	$	0.00

*The shares associated with convertible debt, preferred stock, stock options and stock warrants are not included because the inclusion would be anti-dilutive (i.e., reduce the net loss per common share).

~~[18]~~

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

NOTE ~~13 - SUPPLEMENTAL DISCLOSURES OF CASH FLOWS (not described elsewhere)~~

The Company paid $0 interest for the three and nine month periods ended September 30, 2010. For the same periods in 2009, the Company paid $133,382 and $167,576 respectively for interest. The Company did not make any payments for income tax during the three and nine month periods ended September 30, 2010 or 2009.

~~NOTE 14 - DISCONTINUED OPERATIONS~~

~~On October 9, 2009, LocalAdLink Inc., a wholly-owned subsidiary~~13. PROFORMA ACQUISITION FINANCIAL INFORMATION

Description of the ~~Company sold its LocalAdLink Software (the “Software”)~~Transactions

Service 800, Inc.

On March 4, 2019 Jean Mork Bredeson, Founder and ~~all~~President of ~~their~~Service 800, Inc., received $1,890,000 in cash, a short-term cash hold back of $210,000 and $2,100,000 in a three-year 5.5% promissory note. The $2,100,000 promissory note is personally guaranteed by the estate of George Pursglove whose executor is Geordan Pursglove Beyond Commerce’s President, CEO. On July 18, 2018, Jean Mork Bredeson received 2,000,000 shares of Beyond Commerce’s restricted common stock, and directed the issuance of 3,000,000 additional shares to three other individuals as part of the business combination as follows: On July 18, 2018, Allen Bredeson, Vice President of Marketing and Client Relations, received 1,000,000 shares of Beyond Commerce’s restricted common stock, Derick White, Vice President of Sales received 1,000,000 shares of Beyond Commerce’s restricted common stock, and Jeff Schwendinger, Vice President of Operations received 1,000,000 shares of Beyond Commerce’s restricted common stock. The effective date of this business combination between Beyond Commerce and Service 800, is February 28, 2019, when Beyond Commerce received 100% of Service 800 stock, assets ~~related to~~consisting of the ~~Software including the rights to the name LocalAdLink, the LocalAdLink trademark, the Web site, www.LocalAdLink.com ,~~company’s website, customer lists, current customer base, and a local search directory and advertising network that brings local advertising to geo-targeted consumers. The Company will continue to sell advertising as it had prior to inception of Local Ad Link, Inc., however on a different scale with a greater emphasis on business to business sales.

~~The following table summarized the statement of operations for the discontinued operation of LocalAdLink for the nine months ended September 30:~~

2010 2009
Sales $ 397,405 $ 12,299,017
Cost of sales 294,374 11,422,463
Gross Profit (Loss) 103,032 876,554
Depreciation - (50,492 )
Operating expense (33,946) (5,594,936 )
Operating expense - Related Party - 509,935
Non-Operating Expenses (8,908) 12
Gain (Loss) from discontinued operations $ (60,178) $ (4,774,910 )

~~The following table summarized the statement of operations for the discontinued operation for the three months ended September 30:~~

2010 2009
Sales $ (2,930 ) $ 1,811,787
Cost of sales (2,781 ) 1,399,575
Gross Profit (Loss) - 412,212
Depreciation - (50,392 )
Operating expense 2,343 (406,097 )
Operating expense - Related Party - (400,339 )
Non-Operating Expenses (2,943 ) 10
Gain (Loss) from discontinued operations $ (4,980 ) $ (450,729 )

~~[19]~~

~~NOTE 15 - DIVESTITURE OF KACHING KACHING:~~

On April 9, 2010, Duke Mining Company, Inc., a Delaware corporation (“Duke Delaware”), entered into an Agreement and Plan of Merger (the “Reorganization Agreement”), with KaChing KaChing, Inc., a Nevada corporation (“KaChing Nevada”), which provided that KaChing Nevada would merge with and into Duke Delaware (the “Merger”), with Duke Delaware being the surviving corporation and changing its name to “Kaching Kaching, Inc.” (“KaChing,”). The Merger was effective on April 22, 2010, when a certificate of merger was filedcustomer’s in the ~~State of Delaware~~company’s pipeline and ~~an articles of merger was filed~~proprietary software.

This acquisition combined resources and customer base to support more productivity and help in the ~~State~~development of ~~Nevada. In connection with the Merger, the Company received shares in the~~ new ~~entity representing 20.8%~~product lines. Beyond Commerce started consolidating Service 800 Inc. for financial reporting purposes as of the post –Merger outstanding stock. Prior to the merger with Duke Mining Company, Inc., this Company transferred 4,900,000 shares of the 10,000,000 shares it owned to a related party, for technical services rendered and recorded a relatedexpense of $3,056,764 accordingly. The Condensed Consolidated Statement of Operations includes Kaching's operation activity throughMarch 1, 2019. From the date of acquisition to December 31, 2019, Service 800 reported revenue of $ 4,099,925.

The fair value of the ~~merger as outlined in~~purchase consideration issued to Service 800 Inc. was allocated to the ~~segment reporting.~~net tangible assets acquired. The Company ~~has reported its pro rata share of Kaching's net loss~~accounted for the ~~post merger period on~~Acquisition as the ~~Condensed Consolidated Statement of Operations in the Non-operating Income (expense) section.~~

~~With the share payment and the divestiture~~purchase of a portion of our ownership in KaChing KaChing we no longer have a majority ownership of KaChing KaChing but we do have common management with certain officers and directors. We are now accounting for our remaining investment in KaChing KaChing business under GAAP under the ~~equity~~acquisition method of accounting, and ~~will no longer be consolidating KaChing KaChing financial statements in our own. When we deconsolidated KaChing KaChing we recognized a gain of $6,679,758.~~

At the ~~time~~assets and liabilities acquired were recorded as the acquisition date, at their respective fair values and consolidated with those of the Reorganization Agreement, KaChing KaChing raised approximately $1 million from outside parties through the issuance of secured convertible promissory notes with a conversion price of $0.62 per share. In addition, at the time of the Reorganization Agreement and for a significant period thereafter including through June 30, 2010, there was no active market in the stock of KaChing KaChing. We used the conversion price of the $1 million secured convertible notes as the best evidence of theCompany. The fair value of the ~~consideration we received and valued our investment using that price. Subsequent to June 30, 2010~~net assets acquired was approximately $3,881,241. The excess of the market for KaChing KaChing began operating, and as of November 18, 2010, the stock of KaChing KaChing had a closing price on the over-the-counter bulletin board of $2.36 per share (all share amounts of KaChing KaChing are adjusted to the pre-merger share counts). Summarized financial information for KaChing KaChing is presented below

~~At September 30, 2010, the summarized assets and liabilities of KaChing KaChing were as follows:~~

Current assets $ 116,145
Property and equipment, net 458,321
Other assets 37,517
Total Assets $ 611,983

Current liabilities $ 1,852,615
Long-term debt 402,732
Derivative liabilities 3,789,087
Total Liabilities $ 6,044,434

~~Our proportionate share~~aggregate fair value of the net tangible assets has been allocated to goodwill of $1,299,144. The company wrote down the asset value of Service 800, Inc. by approximately $635,000 attributable to the value of the shares of stock issued to certain employees of Service 800, Inc. as the belief this was not considered an essential component of the transaction and not valued accordingly.

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

The following table summarizes the estimated fair values of the assets acquired and liabilities ~~of KaChing KaChing as of September 30, 2010 was approximately $1,121,801.~~

~~[20]~~

~~At September 30, 2010, the summarized operations of KaChing KaChing for the period from~~assumed based on external evaluations at the date of ~~divestiture (April 22, 2010) through September 30, 2010 were as follows:~~acquisition:

*Value of considered paid:*
Cash at Closing	$	2,100,000
Promissory Note - discounted		1,781,241
Assets acquired		3,881,241

*Assets Acquired:*
Prepaid expenses	$	28,316
Property, plant and equipment		47,484
Intangible assets		2,921,400
Goodwill		1,299,144
Assets acquired	$	4,296,344

*Liabilities Assumed:*
Accounts payable	$	121,958
Other current liabilities		293,145
Liabilities assumed	$	415,103

Net assets acquired	$	3,881,241
Fair value of consideration given	$	3,881,241

Revenues $ 457,650
Operating expenses 2,338,823
Loss from operations $ (1,881,173 )
Non-operating expenses 3,479,769
Net loss $ (5,360,942 )

~~NOTE 16 - ACQUISITION OF ADJUICE~~

BEYOND COMMERCE, INC.:

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

PathUX, LLC

On ~~May 19, 2010~~April 24, 2020 the Company entered into a ~~Share Exchange~~Settlement and Release Agreement ~~(the "Agreement")~~whereby, effective as of April 1, 2020, the purchase agreement between the former shareholders of PathUX and IDriveYourCar dated May 31, 2019 was effectively unwound, with all assets and liabilities returned to such former shareholders.

Customer Centered Strategies, LLC. (CCS)

On December 31, 2019 TCA Beyond Commerce, a joint venture which is 80% owned by Beyond Commerce entered into a Membership Interest Purchase, whereby TCA Beyond Commerce acquired 100% of the ~~shareholders~~authorized and issued membership interests of ~~Adjuice, Inc. ("Adjuice"~~CCS from its sole member. TCA Beyond Commerce acquired the membership interests for a purchase price $525,000 (the “CCS Purchase Price”), with $175,000 to be paid in cash and the remaining $350,000 to be paid through TCA Beyond Commerce’s issuance of a convertible promissory note with an ~~online media~~original principal of $350,000 and ~~marketing company. Under~~a conversion feature that provides the ~~Agreement,~~CCS with the ~~Company agreed~~right to ~~issue~~convert outstanding principal and ~~exchange5,100,000~~accrued interest into shares of ~~its~~the Company’s common stock for all of the issued and outstanding stock of Adjuice. In addition, the Company also agreed to issue 900,000 shares of its common stock to two secured lenders of Adjuice to re-pay in full, and terminate two Adjuice secured loans. The Agreement further contains an earn-out provision that provides for the issuance of an additional 4,450,000 shares from the Company's common stock on the first anniversary of the transaction upon the achievement of certain gross revenue targets by Adjuice, nowat a subsidiary of the Company. The Company has done an evaluation and determined that no provision needs to be recorded for the three month period ended September 30, 2010 due to the high probability that the revenue targets will not be met. The Condensed Consolidated Statement of Operations includes operating activity for Adjuice from the date of the acquisition through September 30, 2010.

~~Revenue reflected in these financial statements specific to Adjuice since the May 19, 2010 acquisition was $75,101.~~

~~Preliminary purchase~~ price ~~allocation~~

~~The Company is in the process of assessing the fair value of assets acquired and the liabilities assumed. The preliminary allocation of the purchase price as reflected herein is~~ based on the ~~best information available to management at the time that these financial statements were filed and is provisional pending, among other things, the finalization~~10-day trailing average price of the ~~valuation of selected items. During~~Company’s stock.

In addition to the measurement period (which is not to exceed one year from the acquisition date), the Company is required to recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets or liabilities as of that date. The Company may adjust the preliminaryCCS purchase price, ~~allocation after obtaining additional information regarding, among other things, asset valuations, liabilities assumed~~the CCS and ~~revisions~~Service 800, Inc., entered into an employment agreement whereby the CCS will be employed by Service 800 as Vice President of ~~previous estimates.~~

Operations and Technologies for a period of nine months.

The following table summarizes the ~~preliminary allocation~~estimated fair values of the ~~acquisition purchase price based on the estimated fair value of the acquired assets and assumed liabilities:~~

Accounts receivable $ 77,347
Other current Assets 3,353
Website 500,000
Other assets 3,527

Assets acquired 584,227

Accounts payable and other current liabilities 93,500
Loans 63,000

Liabilities assumed 156,500

Net assets acquired $ 427,727

Fair value of consideration given $ 420,000

Gain recorded $ 7,727

~~[21]~~

~~The final allocation of the purchase price will be determined at a later date and is dependent on a number of factors, including the final valuation of our tangible and identifiable intangible~~ assets acquired and liabilities assumed based on internal company evaluations at the ~~closing~~ date of ~~the acquisition. Adjustments resulting from the final allocation of purchase price may be material.~~

acquisition:

*Assets Acquired:*
Cash	$	37,597
Accounts receivable		155,626
Prepaid expense		2,500
Intangible asset – customer list		535,877
Assets acquired	$	731,600


Accounts payable	$	37,817
Other current liabilities		37,534
Liabilities assumed	$	75,350

Net assets acquired	$	656,250
Fair value of consideration given:
Cash	$	175,000
Convertible note – 5%		350,000
Minority interest		131,250
Total	$	626,250

~~The Company incurred approximately $10,673 of acquisition related expenses, which were included in professional fees expense in the Company’s statement of operations.~~

BEYOND COMMERCE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

The following unaudited pro forma consolidated results of operations have been prepared as if the acquisition of Service 800, Inc. and Customer Centered Strategies occurred on January 1, 2019:

	Three Months ended				Nine Months ended
	September 30,				September 30,
	2020		2019		2020	2019
Net Revenues	$	983,155		$ 1,184,299	$ 3,012,754	$ 3,198,814
Net (loss) income from operations		(7,729,449)		1,829,676	(10,668,156)	(7,149,815)
Net (loss) income per share from operations		(0.00)		0.00	(0.01)	(0.01)
Weighted average number of shares – basic and diluted		2,927,661,679		1,343,286,588	2,129,022,445	1,176,847,590

NOTE 14. SUBSEQUENT EVENTS

Impact of Disease Outbreak and Management’s Plans

On March 11, 2020, the World Health Organization declared the outbreak of a respiratory disease caused by a new coronavirus as a “pandemic”. First identified in late 2019 and known now as COVID-19, the outbreak has impacted thousands of individuals worldwide. In response, many countries have implemented measures to combat the outbreak which have impacted global business operations.

The majority of the states within the United States have issued a stay at home order to its residents. Accordingly, the Company’s revenues associated with our business model has drastically declined through date of the financial ~~information summarizes~~statements and its results of operations, cash flows and financial condition have been negatively impacted by the pandemic.

The impact of the disease outbreak, as of the date of the financial statements, remains highly fluid and uncertain. The Company is unable to predict, with any sort of certainty the timing for the end of the restrictions. Accordingly, the financial impact on the results of operations, ~~for the periods indicated as if the acquisition had been completed as of January 1 of the respective period.~~

These pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the acquisition occurred as of January 1 of each year or that may be obtained in the future

~~Proforma information for the three month period ended September 30:~~

2010 2009
Sales $ 26,464 $ 490,984
Cost of sales 30,527 135,802
Gross Profit (Loss) (4,063 ) 355,181
Operating expense (164,090 ) (1,122,777 )
Operating expense - Related Party (8,778 ) (84,670 )
Non Operating (Income)/Expenses (3,703,156 ) (6,082,583 )
Net Income/ (Loss) $ (176,931 ) $ (3,943,093 )

~~Proforma information for the nine month period ended September 30:~~

Sales $ 1,021,886 $ 417,378
Cost of sales 555,288 245,725
Gross Profit (Loss) 466,588 171,653
Operating expense (2,426,183 ) (4,768,511 )
Operating expense - Related Party (3,220,967 ) (115,008 )
Non Operating (Income)/Expenses (2,191,207 ) (5,560,168 )
Net Income/ (Loss) $ (2,989,485 ) $ (8,325,109 )

~~[22]~~

~~NOTE 17 - SUBSEQUENT EVENTS~~

The Company has evaluated subsequent events through November 18, 2010, which is the date they issued their financial statements, and concluded that no subsequent events have occurred that require recognition in the Financial Statements or disclosure in the Notes to the Financial Statements:

~~Liquidity and Capital Resources~~

~~As of September 30, 2010, we had a working capital deficit of $12,958,947. Our current level of operations does not generate sufficient~~ cash to fund our working capital needs. Accordingly, we will have to raise capital to fund our short-term working capital needs. No assurance can be made that we will have access to the capital markets in future, or that financing will be available on acceptable terms to satisfy our future and on-going cash requirements that we need to implement its business strategies. Our inability to access the capital markets or obtain acceptable financing could have a material adverse affect on its results of operationsflows and financial condition cannot be reasonably estimated at this time. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future.

The Company continues to maintain the business working with customers to fit their needs - We are also offering COVID type services. We have clients in the medical field and ~~could severely threaten our ability~~are offering to ~~continue~~do survey work for them regarding their response for the COVID outbreak so they can document how they are doing as a ~~going concern.~~

Ifcompany. We are in touch with our customers daily, we have even discussed switching them from phone calls to web surveys until this has passed. Along with the above, the Company Service 800 was approved for $500,000 from the Paycheck Protection funds to assist in maintaining our employee base.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Readers are ~~unable~~urged to ~~obtain additional funds through debt or equity financing or if funds cannot be obtained on terms favorable~~carefully review and consider the various disclosures made by us in this report and in our other reports filed with the Securities and Exchange Commission. Important factors currently known to ~~us, we will be required to delay, further scale back or eliminate our plans to develop and expand operations or in the extreme situation, cease operations altogether.~~

~~Item 2. Management's Discussion and Analysis of Financial Condition~~

Throughout this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” and “our company” refer to Beyond Commerce, Inc., a Nevada corporation formerly known as BOOMj, Inc. and Reel Estate Services, Inc. respectively and, unless otherwise specified, also includes our wholly-owned subsidiaries, BOOMj.com, Inc., a Nevada corporation and LocalAdLink, Inc., a Nevada corporation. During a part of the fiscal period covered by this Quarterly Report, KaChing KaChing, Inc., a Nevada corporation we formed in the third quarter of 2009 and which was merged into a Delaware public company, and LocalAdLink, Inc., a Nevada corporation, whose business we sold to a third party in October, 2009, were wholly owned subsidiaries. Accordingly, the operations of LocalAdLink and KaChing KaChing are included herein during the periods that those subsidiaries were operating as our subsidiaries.

On April 22, 2010, our then subsidiary KaChing KaChing, Inc. was merged into a Delaware public company (formerly known as “Duke Mining Company, Inc.” and now also known as “KaChing KaChing, Inc.”), of which we currently only own 20.8% of the outstanding stock. Accordingly, references to” us,” “this company,” “our company,” and other similar statements regarding our future business and operations will not include KaChing KaChing.

~~Cautionary Statement Regarding Forward-Looking Statements~~

~~This Quarterly Report contains forward-looking statements, which reflect the views of our~~ management ~~with respect to future events and financial performance. These forward-looking statements are subject to a number of uncertainties and other factors that~~ could cause actual results to differ materially from ~~such~~those in forward-looking statements. ~~Forward-looking~~We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in the future operating results over time. We believe that our assumptions are ~~identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “plans,” “projects,” “targets”~~based upon reasonable data derived from and ~~similar expressions.~~known about our business and operations. No assurances are made that actual results of operations or the results of our future activities will not differ materially from our assumptions. Factors that could cause differences include, but are not limited to, expected market demand for our products, fluctuations in pricing for our products, and competition. Readers are cautioned not to place undue reliance on these forward-looking statements, which are ~~based on the information available to management at this time~~only predictions and ~~which~~ speak only as of the date hereof. When used in the Filings, the words “may”, “will”, “anticipate”, “believe”, “estimate”, “expect”, “future”, “intend”, “plan”, or the negative of these terms and similar expressions as they relate to the Company or the Company’s management are intended to identify forward-looking statements. Such statements reflect the current view of the Company with respect to future events and we caution you that these statements are not guarantees of future performance or events and are subject to risks, assumptions, and other factors.

The following discussion provides information that management believes is relevant to an assessment and understanding of our past financial condition and plan of operations. The discussion below should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this ~~date. We undertake no obligation to update or revise any forward-looking statements, whether~~annual report.

About Beyond Commerce

Beyond Commerce, Inc. was formed as a result of new information, future events or otherwise. For a discussion of some of the factors that may cause actual results to differ materially from those suggested by the forward-looking statements, please read carefully the information in the “Risk Factors” section in our Form 10-K for the year ended December 31, 2009 and the “Risk Factors” section set forth in Item 1A of Part II of this Report. The identification in this Quarterly Report of factors that may affect future performance and the accuracy of forward-looking statements is meant to be illustrative and by no means exhaustive. All forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

~~[23]~~

~~Overview~~

~~This Company, formerly known as Reel Estate Services Inc. was incorporated in~~ Nevada ~~as a development stage company~~corporation on January 12, 2006.

We ~~never earned any revenue from~~plan to operate within two markets: (1) the Business-to-Business Internet Marketing Technology and Services market and (2) the Information Management market. Our goal is to develop proprietary software for digital transformation of clients’ existing content. We believe our ~~former Reel Estate Services internet site,~~planned platform, strategy, and suite of software products and services will provide secure and scalable information control solutions for global companies. We believe our planned software will assist organizations in ~~September 2007 prior management terminated those operations.~~

~~On December 28, 2007 Reel Estate Services, Inc. acquired BoomJ.com, Inc. through a triangular merger (the “Merger”)~~finding, utilizing, and sharing business information between devices in ways that are intuitive, efficient and productive. We believe that our business model will ensure that information will remain secure and private, as necessitated by the current market climate.

In addition, we plan to provide solutions which facilitate the exchange of information and data transactions between supply chain participants, such as manufacturers, retailers, distributors and financial institutions. The goal is to automate potential client internal processes thereby increasing productivity and lowering costs. We plan to develop proprietary algorithms which it ~~issued 34,458,067 shares of common stock~~will embed in the planned software to enable clients to access data and gain insight into their business, through that data, leading to improved internal decision making.

We plan to offer the ~~former shareholders of BoomJ.com, Inc. For financial statement purposes, our acquisition of Boomj.com, Inc. was treated~~proposed software through traditional on-premise solutions, SaaS as a ~~reverse acquisition~~cloud based solution, or a combination of on-premise, SaaS or cloud based solutions. We plan to work with our clients and their needs as ~~though BoomJ.com, Inc. had acquired~~to which delivery method they prefer. We believe giving clients a choice and flexibility will help us ~~since the prior shareholders’ of BoomJ.com, Inc. ended up with a majority ownership in~~to obtain long-term client value.

RESULTS OF OPERATIONS FOR THE THREE- AND NINE-MONTH PERIODS

Through our ~~stock.~~

During the fourth quarter of 2009, we started a new company, KaChing KaChing and have consolidated the operations of this entity into our fiscal 2009 operating results and the three months ended March 31, 2010. In November of 2008 we changed our name from Boomj, Inc. to Beyond Commerce, Inc.

~~In April 2010 we divested a majority~~Service 800 Inc subsidiary, many of our ~~interest in Kaching Kaching~~clients; GE Healthcare, Audiology System, Inc 3M Healthcare, Johnson & Johnson Vision Care, Albany Molecular Research Inc., Sakura Finetek, Abbott Diagnostics, Biosense Webster, a Johnson & Johnson Company and ~~it merged into~~Medtronic to name a ~~public shell company. We received 20.8% interest in~~few took the ~~post merger shares~~time during pandemic to begin strategic planning with Service 800 to grow their business with the company by renewals, expansion, and better ways to grow our programs with each and every one of ~~that company.~~

~~The goal of this company is to generate revenues primarily from E-commerce transactions, store licenses and website advertising. Throughout 2009, we operated BOOMj, www.BOOMj.com,~~them for the leading niche portal and social networking site for Baby Boomers and Generation Jones. Revenues from this website were derived from advertising sales and E-commerce transactions effected through the on-line store on that website. Our LocalAdLink subsidiary operated a website, www.LocalAdLink.com, and a local search directory and advertising network that brings local advertising to geo-targeted consumers. We started to generate revenues from sales of local advertising through LocalAdLink after that product was released in October 2008. On October 9, 2009, LocalAdLink Inc., a wholly-owned subsidiary of the Company, sold its LocalAdLink Software (the “Software”) and all of their assets related to the Software including the rights to the name LocalAdLink, the LocalAdLink trademark, the Web site, www.LocalAdLink.com , and a local search directory and advertising network that brings local advertising to geo-targeted consumers .. We will continue to sell advertising as wehad prior to inception of Local Ad Link, Inc., however on a different scale with a greater emphasis on business to business sales.

Another revenue source, i-SUPPLY, www.i-SUPPLY.com, is a retail storefront for any third party Websites that we commercially released in March 2009. A major component of our business strategy in 2010 is to maximize revenues from E-commerce sales made through our BOOMj Store. In orderfuture. This select market segment continues to be able to offer and sell products through that website, we needed to obtain credit from the vendors of the products offered on the website. Because of our weak financial condition in 2009, we did not receive the amount of credit from vendors that we needed and, as a result, we were not able to effectively operate the BOOMj Store (in fact, the BOOMj Store had limited operations during the later part of 2009 and the six months ended June 30, 2010 as we closed the website in order to upgrade its features).

Amajor source of revenue ~~derived~~for the Company as we expand our services within this business segment. Renewals have been strong during the ~~first quarter~~last three months and we anticipate revenue getting back in line with exceeding our expectations as we progress further into the year. All renewals that have taken place are on a minimum of ~~2010 was from KaChing KaChing,~~a one to two-year term with an auto renewal taking place when the contract expires. During the pandemic, it made our ~~subsidiary~~customers realize the value that ~~we launched with its website www.kachingkaching.com~~Service 800 brings to the clients in ~~September 2009. KaChing is a progressive e-commerce company dedicated~~the form of providing valuable information to ~~offering~~not only help their growth within their own companies, but it also helps them be better providers to their customers as well. We continue to look forward to growth into each division of ~~an e-commerce solution~~these companies and expansion to exceed expectations that ~~provides individual store owners the ability to create, manage~~have been set. We value these customers and earn money from product sales generated from their individual online web stores. However, on April 22, 2010, KaChing merged with Duke Mining Company, Inc. to become a new public company. Although we still own 20.6% of KaChing’s outstanding stock our future operating results will not include consolidated operations or financial results of KaChing KaChing but will include our pro rata shareare looking for all of the ~~net income or loss.~~

~~On May 19, 2010~~positive growth we acquired Adjuice, Inc. Adjuice, Inc. is an online advertising network and lead generation company with over 22 million registered users, 700 affiliates and 350 retail clients in six major industries. Adjuice currently offer sales leadshave set for ~~debt companies, auto warranty companies, auto dealers, banks and insurance companies. The unique Adjuice platform provides a premium service that consistently commands some~~the remainder of the ~~highest rates for leads sold in their respective industries.~~

~~[24]~~

~~We reported a consolidated net income from continuing operations of $2,876,771~~year and moving onwards to future years to come.

Three months ended September 30, 2020 and September 30, 2019.

Revenue

Revenue generated for the three months ended September 30, ~~2010,~~2020 was $983,155 as we began reporting revenue being created from both the Service 800 acquisition and ~~a consolidated net loss of $8,090,740~~Customer Centered Strategies which were included for the entire quarter, however, our customer based growth was paused momentarily in response to the COVID-19 situation. This compares to compared to $1,184,299 revenue from the comparable three-month period in 2019.

Operating Expenses

For three months ended September 30, 2020, operating expenses were $1,654,955 and for the three months ended September 30, ~~2009.~~

We2019, operating expenses were $1,635,815. This increase is mainly attributable to cost reduced in reaction to the COVID-19 issues, reduction in office rent and related expenses as many of our employees preferred to work from home and the reduction of certain officers’ salaries. There was a $13,243 decrease in cost of goods sold ~~our LocalAdLink operations in October 2009 and revenue and expenses related to LocalAdLink have been segregated into one line item in the statement of operations titled “Loss~~ from ~~discontinued operations before income taxes.”~~

~~Results of Operations — Revenues~~

Our goal is to generate revenues from the sale of various products to our website users and from advertising fees. We commenced our i-SUPPLY operations during the second quarter of 2009 and our KaChing KaChing operations during the end of the third quarter of 2009, and sold the LocalAdLink division during the fourth quarter of 2009. Excluding the operations of LocalAdLink (which are included in “discontinued operations”, our revenues decreased from $240,078 to $26,454$ 326,453 for the three months ended September 30, ~~2009~~2020 compared to $339,696 in the comparable period attributable to the decrease in revenue. Payroll increased to $640,558 from $496,733 during the three months ended September 30, 2020 and ~~2010, respectively.~~ 2019, respectively, due to the Service 800 increasing the organizational structure and changing the mix of employees, and general and administrative costs decreased to $281,740 from $286,940 due to the work at home expenses related to our office relation in Minnesota.

Non-operating income (expense)

The Company reported non-operating expense of $7,057,649 for the three months ended September 30, 2020, as compared to a income of $2,312,077 for the three months ended September 30, 2019, attributable to the changes in the derivative liability and debt fees associated with our convertible notes and the increase in stock conversion and relative volatility increase in fluctuation.

Net Income (loss)

For three months ended September 30, 2020, the Company incurred a net loss of $7,729,449 as compared to a net income of $1,860,561 for three months end September 30, 2019, which was primarily due to derivative-related income from the changes in liability and debt fees associated with our convertible notes and the increase in stock conversion and relative volatility increase in fluctuation.

Nine months ended September 30, 2020 and September 30, 2019.

Revenue

Revenue generated for the nine months ended September 30, ~~our sales increased~~2020 was $3,012,754 as we began reporting revenue being created from ~~$168,972~~both the Service 800 and Customer Centered Strategies acquisition which was closed in 2019 for ~~2009 to $577,354 for 2010. This increase in sales resulted from sales from our KaChing KaChing and Adjuice operations during~~ the full nine months, ended September 30, 2010. Since we have now disposed of a majority interest in KaChing, we will no longer recognize any revenues that KaChing may hereafter generate. Kaching Kaching generated $27,862 and $205,105 for the three and nine month periods ended September 30, 2010 respectively. There were no sales for Kaching Kaching for the same periods in 2009.

~~As of the date of September 30, 2010, we own a 20.65% interest in KaChing KaChing, Inc., a Delaware public company. KaChing is currently managed by our officers. Accordingly, we will continue~~compared to ~~have a material financial interest in the operations and business of KaChing. However the Kaching operation will no longer be consolidated in our financial statements.~~

Throughout 2009 until October 2009, we had $13,049,619 in revenue which was derived from LocalAdLink operations which is reflected in “Loss from discontinued operations before income taxes.” Because we sold LocalAdLink we will not generate future revenues from this entity.

~~Operating Expenses~~

Selling, general and administrative expenses (SG&A), including related party expenditures, for the three month period ended September 30, 2010 were $377,300 and for the nine month period then ended of $4,619,845. This reflects adecrease of $970,251in SG&A expenses from the $1,347,551 reported for the three monthperiod ended September 30, 2009 and an increase of $355,509 in SG&A expenses from the $4,294,256 reported$2,862,141 for the nine month period ended September 30, ~~2009. The change in SG&A~~2019.

Operating Expenses

For nine months ended September 30, 2020, operating expenses were $4,946,098 and for the nine months ended September 30, 2019, operating expenses were $4,186,003. This increase is mainly attributable to ~~divestiture expenses~~the Service 800 and Customer Centered Strategies acquisitions and the related costs associated with these operations within the acquisition process. There was a $202,109 increase in cost of ~~$3,056,764 incurred~~goods sold from $996,889 for the nine months ended September 30, 2020 compared to $794,780 in the comparable period. Payroll increased $469,379 from $1,428,344 to $1,897,723 during the nine months ended September 30, ~~2009 for services provided by a related party in regards~~2020 and 2019, respectively, due to the ~~KaChing KaChing, Inc. spin-off (see note 15~~Service 800 and PathUX employee addition, and general and administrative costs increased $91,802 once again due to the Service 800 and Customer Centered Strategies additions..

Non-operating income (expense)

The Company reported non-operating expense of the financial statements included in this quarterly report) and decreased operating costs and employees for the three months and nine months ended September 30, 2010 as compared to three month and nine months period ended September 30, 2009. Included in the SG&A expenses are Kaching Kaching SG&A expensesof $0 and $645,251 for the three and nine month periods ended September 30, 2010 respectively. There were no SG&A expenses for Kaching Kaching for the same periods in 2009. This decrease in staff and facility needs is largely attributable to our reducing costs and a reduction in staff as we conserved our limited cash resources. Our SG&A expenses are expected to gradually increase$8,734,813 during the current fiscal year ending December 31, 2010 as we increase our operations and advertising. Professional fees for the three and nine month periods ended September 30, 2010, including related party, were $376,605 and $1,172,729, respectively. The largest component of professional fees consists of consulting, legal and accounting fees. This reflects adecrease of $433,445 in professional fees as compared to $810,050 for the three month period ended September 30, 2009 and adecrease of $475,451 from $1,648,180 from the nine months ended September 30, 2009. Included in the professional fees and SG&A are non-cash items of $210,000 and $757,272 for the three and nine months ended September 30, 2010 as compared to $213,814 and $1,341,014 for the three and nine month periods ended September 30, 2009 which non-cash items reflect the issuance of stock in exchange for a variety of consulting services and employee options granted. Included in professional fees are Kaching Kaching expenses of $0 and $17,416 for the three and nine month periods ended September 30, 2010 respectively. There were no professional fee expenses for Kaching Kaching for the same periods in 2009.

~~[25]~~

Depreciation and amortization expense for the three and nine month periods ended September 30, 2010 were $68,127 and $188,767, respectively. This reflects anincrease of $19,654in depreciation and amortization expense from the $48,473 reported for the three month period ended September 30, 2009 and2020, an increase of $43,726 from the $145,041 reported for the nine month period ended September 30, 2009. Included in depreciation and amortization expense are Kaching Kaching expenses of $0 and $17,605 for the three and nine month periods ended September 30, 2010 respectively. There were no depreciation and amortization expenses for Kaching Kaching for the same periods in 2009. Interest expense for the three and nine month periods ended September 30, 2010 were $186,119 and$1,378,213, respectively. This reflects a decrease of $2,954,163 in expense from the $3,140,282 reported for three month period ended September 30, 2009 and a decrease of $6,282,550 from the $7,660,771 reported for the nine month period ended September 30, 2009. Interest expense includes the expensing of loan discounts related$2,986,030 compared to ~~the sundry loans procured by us~~$5,748,783 during the year ended December 31, 2007, fiscal 2008 and fiscal 2009. Interest expense also includes non-cash expenses related to the value of warrants issued to investors who invested in our convertible notes and the related debt discounts from beneficial conversion features or allocating the loan proceeds between the debt and equity issued. Our decrease in interest expense is due to loan fees and loan discount amortization being fully expensed during 2009. The decrease is also attributable to the conversion of convertible debt to stock during 2009. The loan discount relates to the sundry loans procured by us during 2007, 2008 and 2009.

~~Non Operating Income (Expenses)~~

~~During~~ the nine months ended September 30, ~~2010 we recognized a gain~~2019, mainly attributable to the changes in the derivative liability and debt fees associated with our convertible notes, along with an increase in interest expense of ~~$6,687,530 from~~$921,408 due to the ~~deconsolidation of KaChing KaChing.~~

~~During~~increase in debt level and default interest rates the ~~three and~~Company is currently paying.

Net Income (loss)

For nine months ended September 30, ~~2010 we recognized income related to decreases in derivative liability, which was mainly a result of decreases in~~2020, the market price of our common stock. The derivative liability is related to our convertible debt, warrants and excess shares. The income recorded for the three and nine months ended September 30, 2010 were $3,088,275 and $585,046, respectively.

~~Due to the divestiture of Kaching Kaching, expenses attributable to it subsequent to April 22, 2010 are not included in the consolidation.~~

~~Liquidity and Capital Resources~~

As of September 30, 2010, we had a working capital deficit of $12,958,947. Cash and cash equivalents at September 30, 2010 were $1,237, a decrease of $5,968 from the balance of $7,205 at December 31, 2009. Our current level of operations does not generate sufficient cash to fund our working capital needs. Accordingly, we will have to raise capital to fund our short-term working capital needs. No assurance can be made that we will have access to the capital markets in future, or that financing will be available on acceptable terms to satisfy our future and on-going cash requirements that we need to implement its business strategies. Our inability to access the capital markets or obtain acceptable financing could materially and adversely affect our operations and our viability, and could severely threaten our ability to continue as a going concern.

~~As shown in the accompanying consolidated financial statements, we recorded net income of 1,895,880 and~~Company incurred a net loss of $791,796 for the three and nine month periods ended September 30, 2010, respectively. Our current liabilities less debt, deferred revenue and derivatives exceeded current assets by $2,965,731 at September 30, 2010, and negative cash flow from continuing operating activities$10,668,157 as compared to a net loss of $7,072,644 for the nine months ended September 30, ~~2010~~2019, which was ~~$277,985. In addition, on January 31, 2010 we were unable to pay our secured convertible promissory note holders the amounts~~primarily due to ~~them as~~a loss on derivative related income from the ~~notes~~changes in liability and debt fees associated with our convertible notes. As of September 30, 2020, the Company had ~~matured. As a result, under the terms~~an accumulated deficit of ~~the notes, the holders may at any time elect to notify us of the default~~$58,512,832 and foreclose on essentially all of our assets. In addition, the OmniReliant notes contain cross default provisions, such that those notes are also in default due to our being in default of the secured convertible promissory notes. The total amount outstanding on these notes as of ~~September30, 2010 was $4,873,322. These factors, and our lack~~December 31, 2019, the Company had an accumulated deficit of ~~ability to meet our obligations from current operations, and~~$48,227,200.

Purchase of Significant Equipment

We do not anticipate the ~~need to raise additional capital to accomplish our objectives, create a~~purchase or sale of any plant or significant equipment during the next twelve (12) months.

Going Concern

There is substantial doubt about our ability to continue as a going concern.

~~[26]~~

We currently do not have sufficient funds on hand to fund our on-going day to day operating expenses. We have been unable to fully pay our employees since the fourth quarter of 2009, and a limited amount of money has gone to vendors. In February 2010, we temporarily moved out of our office space and moved into Kaching Kaching’s office space at the end of April 2010 (Kaching currently is allowing us to use some of their office space without charging us rent). We do not have any bank credit lines. Accordingly, we will have to obtain additional funding in the near future in order to continue our operations. Our existing operations and source of revenues currently consists primarily of the Adjuice operations. If we are able to obtain a minimal amount of additional funding to increase Adjuice’s budget we anticipate that Adjuice’s operations may generate sufficient cash to fund our working capital needs by the end of 2010. Also, as noted above, we currently have in excess of $5 million of secured promissory notes that are in default and thus immediately due and payable. In addition, in February 2010 and June 2010, the US Treasury placed liens on essentially all of the assets of Boomj.com Inc. because of approximately $900,000 of unpaid payroll taxes. Accordingly to continue operating and to fund operations for the next twelve months, we will have to continue to seek additional financing from various sources in the immediate future, including from the sale of convertible debt or equity securities and possibly from joint ventures, partnerships, and other strategic relationships. We have not yet identified, and cannot be sure that we will be able to obtain any additional funding from either of these sources, or that the terms under which we may be able to obtain such funding will be beneficial to us. Obtaining additional funding is expected to be very difficult because of the foregoing working capital deficit, the existing default under our secured promissory notes, the IRS lien, the current status of our operations, and the capital markets. Should we obtain financing at a price below $0.10 per share of our common stock, additional substantial dilution to our existing shareholders will occur as a result of certain anti-dilution provisions in our existing promissory notes. Although our revenues will be less than last year when we still owned LocalAdLink, we believe that our cash flow from operations may improve in 2010 because LocalAdLink utilized substantial resources. (LocalAdLink generated approximately $13,050,000 of revenues in fiscal 2009, but those operations also had a net loss of $7,580,839.), We believe our remaining I-Supply operations, together with operating activities of Adjuice Inc., will have higher margins and be more cost effective if we are able to ramp up those operations.

All of the convertible notes that we have issued during the past year in order to fund our working capital needs mature during 2010 (most of which matured on January 31, 2010). Accordingly, in addition to having to raise funds to continue to operate, we also will have to raise funds to repay these convertible notes (to the extent that such notes are not converted by the holders). Alternatively, we will have to try to obtain loan extensions or forbearances from the noteholders.

As of September 30, ~~2010,~~2020, we had an accumulated deficit of $58,512,832. Since we discontinued operations in 2012 the ~~total amount~~continuity of our ~~short-term borrowings was $5,406,655. There~~future operations is dependent upon our ability to increase sales and brand awareness. These conditions raise substantial doubt about our ability to continue as a going concern. We intend to continue relying upon the issuance of debt and equity securities to finance our operations. In this regard, we are restricted by the number of shares available for issuance in an equity financing, and we will likely need to increase our authorized capital in order to take advantage of such financing. However, there can be no assurance that we will be ~~able~~successful in obtaining shareholder approval to ~~obtain extensions or forbearances from all of~~increase our ~~note holders should we be unable to raise the necessary~~authorized capital, ~~to retire the debt currently outstanding.~~

~~If we are unable to obtain additional funds in the near term through debt or equity financing or if funds cannot be obtained on terms favorable to us,~~that we will be ~~required~~successful in raising the funds necessary to ~~delay, scale back or eliminate our plans to develop and expand~~maintain operations, or inthat a self-supporting level of operations will ever be achieved. The likely outcome of these future events is indeterminable. Our financial statements do not include any adjustment to reflect the ~~extreme situation, cease operations altogether.~~

~~Operating Activities~~

~~Net cash used in operating activities for~~possible future effect on the nine months ended September 30, 2010 was $277,985 compared to $6,584,380 for the nine months ended September 30, 2009. In 2009 we were growing businesses that we later disposed of (LocalAdLink) or divested (KaChing KaChing). Significant amountsrecoverability and classification of the ~~expenses~~assets or the amounts and ~~gains recorded for the nine months ended September 30, 2010 were~~classification of ~~a non-cash nature, paid for through our issuance of our common stock and instruments convertible into our common stock or through changes in the value of derivative~~ liabilities ~~which change in value primarily on the change in our stock price. Until~~that may result should we ~~are able to raise additional cash through the sale of new equity or debt, we will continue to use our stock as our currency.~~

~~Investing Activities~~

Net cash used in continuing investing activities for the nine month period ended September 30, 2010 was $44,785, an increase of $37,143 compared to the $7,642 used by investing activities for the nine month period ended September 30, 2009. The company expended resourcescease to continue ~~the development of its website assets.~~

~~[27]~~

~~Financing Activities~~

~~Net cash provided by continuing financing activities for the nine month period ended September 30, 2010 was $275,000,~~as a decrease of $6,346,333 from the net cash provided by continuing financing activities for the nine month period ended September 30, 2009, which was $6,621,333. During the nine month period ended September 30, 2010, we converted $1,100,000 secured debt into shares of common stock.going concern.

~~As a result of the above activities, we experienced a net decrease in cash of $47,770 for the nine month period ended September 30, 2010.~~

Liquidity and Capital Resources

Our ability to continue as a going concern is dependent on our ~~success in obtaining~~ability to raise additional ~~financing from investors~~capital and implement our business plan. Since inception, we have been funded by related parties through capital investment and borrowing of funds.

We had total current assets of $1,248,772 and $2,070,852 as of September 30, 2020 and December 31, 2019, respectively. Current assets would consist primarily of cash, accounts receivable and current assets held for sale of $0 and $113,470 as of September 30, 2020 and December 31, 2019, respectively. The Company had a $58,512,832 accumulated deficit on its balance sheet as of September 30, 2020.

We had total current liabilities of $7,673,831 and $8,074,845 as of September 30, 2020 and December 31, 2019, respectively. Current liabilities consisted primarily of the derivative liability, accounts payable, accrued payroll and payroll taxes, contingent acquisition liabilities, related party debt, convertible debt and interest, and the accrued interest, and current liabilities associated with the sale of ~~its securities~~PathUX of $0 and ~~through a continued~~$2,109,850, respectively as of September 30, 2020 and December 31, 2019. The increase in ~~revenues.~~

~~Discontinued Operations (LocalAdLink)~~

~~Net cash provided~~our current liabilities is attributable to accrued interest, salary accruals and short-term debt incurred as part of the Service 800 and Customer Centered Strategies and our derivative liability.

We had a working capital deficit of $6,425,059 and $6,003,993 as of September 30, 2020 and December 31, 2019, respectively. The increase of $421,066 for the period as of September 30, 2020 compared to December 31, 2019 was due to an increase in short term borrowings and derivative liabilities offset by ~~LocalAdLink in~~the disposal of discontinued operations.

Cash Flow from Operating Activities

For the nine months ended September 30, ~~2010 was $41,800 compared to~~2020 and 2019, cash used in operating activities was $920,073 and cash provided by ~~LocalAdLink~~operations of ~~$127,374 for~~$77,595 respectively. This increase of cash used is attributable to the Service 800 and Customer Centered Strategies acquisitions and the increase in payroll expenses.

Cash Flow from Investing Activities

For the nine months ended September 30, ~~2009. In 2010~~2020 and 2019, cash provided used in investing activities was $16,230 and $2,014,096 respectively, which represents cash used in the Service 800 and Customer Centered Strategies acquisition transactions.

Cash Flow from Financing Activities

For the nine months ended September 30, 2020 and 2019, cash provided by financing activities was $446,015 and $2,000,000, respectively, which represents cash from the Discover Growth Fund LLC.

Contractual Obligations

As a “smaller reporting company,” we ~~continue~~are not required to ~~collect~~provide tabular disclosure of contractual obligations.

Inflation

Inflation and changing prices have not had a material effect on ~~credit card reserves established by merchants~~our business and we do not expect that inflation or changing prices will materially affect our business in ~~2009 when we operated~~ the ~~subsidiary.~~ foreseeable future.

Off-Balance Sheet Arrangements

We do not ~~expect significant cash flows in the future as the remaining credit card reserves were approximately $2,000 as of September 30, 2010.~~

~~Other~~

~~We do not believe that inflation has had a material impact on our business or operations.~~

~~We are not a party to~~have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity or capital expenditures or capital resources that is material to an investor in our securities.

Seasonality

In the past, our operating results and operating cash flows historically have not been subject to seasonal variations. This pattern may change, however, in the event that we ~~do not engage~~succeed in trading activities involving non-exchange traded contracts. In addition, we have no financial guarantees, debt or lease agreements or other arrangements that could trigger a requirement for an early payment or that could change the valuebringing our planned products to market.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations is based on our unaudited condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets,

liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an on-going basis, we evaluate past judgments and our estimates, including those related to allowance for doubtful, allowance for inventory write-downs and write offs, deferred income taxes, provision for contractual obligations and our ability to continue as a going concern. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Note 2 to the consolidated financial statements, presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, describe the critical accounting estimates and policies used in preparation of our consolidated financial statements. There were no significant changes in our critical accounting estimates during the nine months ended September 30, 2020.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET ~~RISK~~

~~Not applicable to a “smaller reporting company” as defined~~RISK.

We do not hold any derivative instruments and do not engage in ~~Item 10(f)(1) of SEC Regulation S-K.~~

any hedging activities.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of ~~disclosure~~Disclosure Controls and Procedures

Disclosure controls and procedures

~~Under~~ (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Disclosure and control procedures are also designed to ensure that such information is accumulated and communicated to management, including the chief executive officer and chief financial officer, to allow timely decisions regarding required disclosures.

We carried out an evaluation, under the supervision and with the participation of ~~our~~ management, including our ~~principal executive officer~~Principal Executive Officer and ~~principal financial officer, we conducted an evaluation~~Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as ~~defined~~of September 30, 2020. In designing and evaluating the disclosure controls and procedures, management recognizes that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in ~~Rules 13a-15(e)~~evaluating and ~~15d-15(e) under~~implementing possible controls and procedures, management is required to apply its reasonable judgment. Based on the ~~Securities Exchange Act of 1934~~evaluation described above, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report ~~(the “Evaluation Date”). Based upon the evaluation,~~because we did not document our ~~principal executive officer~~Sarbanes-Oxley Act Section 404 internal controls and ~~principal financial officer concluded as of the Evaluation Date that our~~procedures.

As funds become available to us, we expect to implement additional measures to improve disclosure controls and procedures ~~were not effective. Disclosure controls are controls and procedures designed to reasonably ensure that information required to be disclosed in our reports filed under the Exchange Act,~~ such as ~~this report, is recorded, processed, summarized~~implementing and ~~reported within the time periods specified in the SEC’s rules and forms. Disclosure~~documenting our internal controls include controls and procedures designed to reasonably ensure that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

procedures.

Changes in internal controls over financial reporting

~~Due to significant reductions~~

There was no change in ~~the number of employees we did not have sufficient people to meet the requirements of~~ our internal ~~control over financial reporting. There were no significant changes in the Company's internal control~~controls over financial reporting ~~(as defined in Rule 13a-15(f) of the Exchange Act)~~that occurred during the ~~quarter ended September 30, 2010, that have~~period covered by this report, which has materially affected, or ~~are~~is reasonably likely to materially affect, our internal controls over financial reporting.

Limitations on the Effectiveness of Controls

A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The Company’s management, including its Principal Executive Officer and its Principal Financial Officer, do not expect that the Company’s disclosure controls will prevent or detect all errors and all fraud. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and these breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with associated policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

A complaint against the Company, dated February 5, 2020, has been filed in Hennepin County, Minnesota, by Jean Mork Bredeson, the former President and former owner of Service 800, making certain claims related to the Company's ~~internal control over~~acquisition of Service 800, seeking in excess of $1.6 million in damages. On March 16, 2020, the Company and Service 800 filed an answer, counterclaim and third-party claim against Ms. Bredeson and defendants Allen Bredeson and Jeff Schwedinger, former employees of Service 800. Answers and Affirmative and Additional Defenses to Third Party Claims were filed by Mr. Bredeson on April 7, 2020 and by Mr. Schwedinger on April 9, 2020 and, on April 24, 2020, Ms. Bredeson filed a Motion to Dismiss. The Court denied in full Ms. Bredeson’s motion to dismiss or for a more definite statement. Subsequently, using a wholly owned entity she controls, Ms. Bredeson filed another matter, captioned Green Valley Associates Inc. vs Service 800 Inc., 27-CV-20-13800. Although Ms. Bredeson is seeking to have the matters handled by separate judges, the Company is seeking consolidation of the two matters before Judge Klein, the judge who denied Ms. Bredeson's motion to dismiss. Ms. Bredeson also has since filed, and then withdrawn, other motions, without allowing them to reach Judge Klein. Discovery is ongoing, but we expect the matter will continue for another six months before substantive motions. An early attempt at mediation was unsuccessful, but another attempt at the end of discovery may be more fruitful. In the interim, the Company is continuing to vigorously defend itself against this lawsuit.

In addition to the above, from time to time, we may be involved in litigation in the ordinary course of

business. Other than as set forth above, we are not currently involved in any litigation that we believe could have a material adverse effect on our financial ~~reporting~~.

~~[28]~~

~~ITEM 5. OTHER INFORMATION~~

~~None.~~

~~PART II - OTHER INFORMATION~~

condition or results of operations. Other than as set forth above, to our

knowledge, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board,

government agency, self-regulatory organization or body pending or, to the knowledge of our executive officers or any of our subsidiaries, threatened against or affecting our Company, our common stock, any of our subsidiaries or any of our subsidiaries' officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

ITEM 1A. RISK FACTORS.

We believe there are no changes that constitute material changes from the risk factors previously disclosed in our Annual Report on Form 10-K, filed with the U.S Securities and Exchange Commission on April 15, 2020.

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

Other than described below, there were no unregistered sales of equity securities that were not otherwise disclosed in a current report on Form 8-K.

On July 6, 2020, the Company issued 100,000,000 shares of common stock to Auctus Fund LLC following the conversion of debt and interest held by Auctus Fund LLC.

On July 9, 2020, the Company issued 130,622,200 shares of common stock to Auctus Fund LLC following the conversion of debt and interest held by Auctus Fund LLC.

On July 15, 2020, the Company issued 137,140,300 shares of common stock to Auctus Fund LLC following the conversion of debt and interest held by Auctus Fund LLC.

On July 22, 2020, the Company issued 102,237,500 shares of common stock to Auctus Fund LLC following the conversion of debt and interest held by Auctus Fund LLC.

On September 17, 2020, the Company issued 12,318,939 shares of common stock to Discover Group Fund LLC following the conversion of debt and interest held by Discover Group Fund LLC.

Except where noted, all the securities discussed in this Part II, Item ~~1. Legal Proceedings~~

~~On February 17, 2010,~~2 were issued in reliance on the ~~Internal Revenue Service placed a federal tax lien of $756, 711 against all~~exemption under Section 4(a)(2) of the ~~property and rights to the property of Boomj.com for unpaid federal withholding taxes for the year ended December 31, 2009.~~

Other than the foregoing IRS tax lien, we are not a party to any material legal proceedings. From time to time, the Company is a party to various legal matters in the normal course of business, the outcome of which, in the opinion of management, will not have a material adverse effect on the financial position, results of operations or cash flows of the Company.

~~Item 1A. Risk Factors~~

Securities Act.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

There has been no ~~material change~~default in the ~~Risk Factors set forth in the “Risk Factors” section~~payment of principal, interest, sinking or purchase fund installment, or any other material default, with respect to any indebtedness of the ~~Company’s Form 10-K for the year ended December 31, 2009, other than as set forth below:~~

~~We are currently in default under the terms of our secured loans, and those lenders could declare a default and foreclose on our assets at any time.~~

We currently have outstanding $5,023,322of short-term convertible promissory notes of which $3,683,322 of that amount are secured by a lien on all of this company’s assets. On January 31, 2010 we were unable to pay these secured convertible promissory note holders the amounts due to them as the notes had matured. Under the terms of the notes, the holders may at any time elect to notify us of the default and foreclose on essentially all of our assets. In addition, the OmniReliant notes contain cross default provisions, such that those notes are also in default due to our being in default of the secured convertible promissory notes. Accordingly, we could at any time lose all of this company’s assets to our secured lenders as a result of the existing defaults under the convertible promissory notes which foreclosure would result in the loss of all of our assets and the termination of our business.

~~We will need significant additional capital in order to continue operations, which we may be unable to obtain.~~

We currently only have sufficient cash available to continue our current operations into late November 2010. Our capital requirements in connection with our expanding commercial operations have been, and will continue to be, significant. We need to obtain a significant amount of additional funds to fund our working capital needs, to continue to market our Web site, to offer a broader range of products on our e-commerce site, and to otherwise expand our business. There can be no assurance that financing will be available in amounts or on terms acceptable to us, if at all. Obtaining additional funding is expected to be very difficult because of our current large working capital deficit, the existing default under our secured promissory notes, the IRS lien that has been imposed on our assets, the current status of our limited operations, and the status of the capital markets in general. If we are not able to raise additional funds in the near future, we may have to furtherreduce our limited operations or even terminate our business. There can be no assurance that we will be able to obtain additional funds.

~~Item 2. Unregistered Sales of Equity Securities and Use of Proceed~~s

~~[29]~~

Company.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

~~Item 3. Defaults Upon Senior Securities~~

~~January 31, 2010 we were unable~~

ITEM 5. OTHER INFORMATION.

There is no other information required to ~~pay our secured convertible promissory note holders the amounts due to them as the notes had matured. Under the terms~~be disclosed under this item which was not previously disclosed.

ITEM 6. EXHIBITS.

Exhibit Number	Exhibit Description	Form	Exhibit	Filing Date	Herewith


31.1	Rule 13a-14(a) Certification of Principal Executive Officer.				X

31.2	Rule 13a-14(a) Certification of Principal Financial Officer.				X

32.1*	Section 1350 Certification of Principal Executive Officer.				X

32.2*	Section 1350 Certification of Principal Financial Officer.				X

101.INS	XBRL Instance.				X

101.XSD	XBRL Schema.				X

101.PRE	XBRL Presentation.				X

101.CAL	XBRL Calculation.				X

101.DEF	XBRL Definition.				X

101.LAB	XBRL Label.				X

* In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not deemed filed for purposes of Section 18 of the ~~notes, the holders may at any time elect to notify us~~Exchange Act.

SIGNATURES

In accordance with Section 13 or 15(d) of the ~~default and foreclose~~Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on ~~essentially all of our assets. In addition,~~its behalf by the OmniReliant notes contain cross default provisions, such that those notes are also in default due to our being in default of the secured convertible promissory notes. The total amount outstanding on these notes as of September 30, 2010 was $5,023.322.undersigned, thereunto duly authorized.

	Beyond Commerce, Inc.

Dated: November 16, 2020	By:	/s/ Geordan Pursglove
		Geordan Pursglove, Chief Executive Officer (Principal Executive, Financial and Accounting Officer)

~~Item 4. RESERVED~~

~~Item 5. Other Information~~

~~None.~~

~~Item 6. Exhibits and Reports on Form 8-K~~

~~Exhibit Number~~		~~Description~~
~~31.1~~		~~Certification of the Chairman of the Board and Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act~~
~~31.2~~		~~Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act~~
~~32.1~~		~~Certification pursuant to Section 906 of the Sarbanes-Oxley Act~~
~~32.2~~		~~Certification pursuant to Section 906 of the Sarbanes-Oxley Act~~

~~[30]~~

~~SIGNATURES~~

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 14th day of November, 2010.

~~By:~~	~~/s/ Robert J. McNulty~~
	~~Robert J. McNulty, Chief Executive Officer~~ ~~(Principal Executive Officer)~~

~~By:~~	~~/s/ Mark V. Noffke~~
	~~Mark V. Noffke, Chief Financial Officer~~
	~~(Principal Financial Officer)~~

~~[31]~~

Nevada		98-0512515
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)

3773 Howard Hughes Pkwy, Suite 500 Las Vegas, Nevada 89169 (Address of Principal Executive Offices)

Large accelerated filer¨	☐	Accelerated filer¨	☐
Non-accelerated filer¨ ~~(Do not check if a smaller reporting company)~~	☐	Smaller reporting companyx	☒
		Emerging growth company	☐

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

~~PART I. FINANCIAL INFORMATION~~		3

~~Item 1. Financial Statements~~		3

~~Condensed Consolidated Balance Sheet at September 30, 2010 and December 31, 2009(Unaudited)~~		3

~~Condensed Consolidated Statements of Operations for the Three month period ended September 30, 2010 & 2009 (Unaudited)~~		4

~~Condensed Consolidated Statements of Operations for the Nine month period ended September 30, 2010 & 2009 (Unaudited)~~		5

~~Condensed Consolidated Statements of Cash Flows for the Nine month period ended September 30, 2010 & 2009 (Unaudited)~~		6

~~Notes to the Condensed Consolidated Financial Statements (Unaudited)~~		~~7-23~~

~~Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~		~~23-28~~

~~Item 3. Quantitative and Qualitative Information About Market Risk~~		28

~~Item4. Controls and Procedures~~		28

~~Item5. Other~~		29

~~PART II. OTHER INFORMATION~~		29

~~Item 1. Legal Proceedings~~		29

~~Item 1A. Risk Factors~~		29

~~Item 2. Unregistered Sales of Equity Securities and Use of Proceeds~~		29

~~Item 3. Defaults upon Senior Securities~~		30

~~Item 4. RESERVED~~		30

~~Item 5. Other Information~~		30

~~Item 6. Exhibits~~		30

~~SIGNATURES~~		31

	September 30, 2010			December 31, 2009
ASSETS
Current assets :
Cash	$	1,237		$	7,205
Accounts receivable (net of allowance for doubtful accounts of $41,206 and $0 at September 30, 2010 and December 31, 2009 respectively)		4,493			10,697
Accounts receivable – related party		150,718
Prepaid loan cost		-			33,681
Prepaid loan cost - related part		-			37,889
Other current assets		37,172			518,677
Total current assets	$	193,620-		$	608,149

Property, website, and computer equipment		1,350,620			1,051,558
Less: Accumulated depreciation and amortization		(673,511	)		(517,571	)
Property, website, and computer equipment - Net	$	677,109		$	533,987
Other Assets	$	29,344		$	62,204
Investment in Related Parties		1,999,644			-
Total Other Assets	$	2,028,988		$	62,204

Total Assets	$	2,899,717		$	1,204,340

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Short term borrowings	$	2,357,101		$	3,400,000
Short term borrowings - related party		2,956,655			2,180,533
Accounts payable		2,502,197			2,251,951
Accounts payable - related party		26,396			26,396
Note derivative liability		349,934			180,632
Note derivative liability - related party		1,800,933			2,425,473
Other current liabilities		2,669,472			2,207,830
Other current liabilities - related party		489,880			251,386
Deferred Revenue		-			756,262
Total current liabilities	$	13,152,568		$	13,680,463

Commitments and contingencies

Stockholders' Deficit :
Common stock, $0.001 par value, 200,000,000 shares authorized as of September 30, 2010 and December 31, 2009, 84,131,812 and 58,793,311 issued and outstanding at September 30, 2010 and December 31, 2009, respectively	$	84,131		$	58,793
Preferred stock,$.001 par value of 50,000,000 shares authorized and no shares issued		-			-
Additional paid in capital		20,734,530			17,744,799
Accumulated deficit		(31,071,512	)		(30,279,715	)
Total stockholders' deficit	$	(10,252,851	)	$	(12,476,123	)
Total Liabilities and Stockholders' Deficit	$	2,899,717		$	1,204,340

	2010			2009

Revenues	$	26,454		$	240,078

Operating expenses
Cost of products sold, net	$	30,808		$	42,175
Selling general & administrative		368,522			1,340,621
Selling general & administrative - Related party		8,778			6,930
Professional fees		376,605			732,310
Professional fees - Related party		-			77,740
Depreciation and amortization		68,127			48,473
Total cost and operating expenses	$	852,840		$	2,248,249

Income(Loss) from operations		(826,386	)		(2,008,171	)

Non-operating income (expense)
Interest expense		(165,285	)		(3,077,482	)
Interest expense - Related party		(20,833	)		(62,800	)
Income/(expense) related to derivative		3,889,275			(2,942,287	)
Total non-operating Income (expense)	$	3,703,157		$	(6,082,569	)

Income (Loss) from continuing operations before income taxes		2,876,771			(8,090,740	)
Gain (Loss) from discontinued operations net of income taxes		(9,980	)		(444,605	)

Provisions for income tax		-			-
Income (Loss) before equity income (Loss) of Investee	$	2,866,791		$	(8,535,345	)

Loss from equity method of investee		(970,911	)		-
Net income (loss)	$	1,895,880		$	(8,535,345	)

Net income (loss) per common share - basic and diluted	$	.04		$	(0.18	)
Net income (loss) per common share-basic and diluted-continuing operations	$	.05		$	(0.17	)
Net income (loss) per common share-basic and diluted-discontinued operations	$	(0.00	)	$	(0.01	)

Weighted average number of common shares outstanding		77,884,383			46,619,719

	2010			2009
Net cash used in operating activities	$	(277,985	)	$	(6,584,380	)

Cash flows from investing activities:
Cash paid to purchase property and equipment		(44,785	)		(9,665	)
Net cash used in investing activities	$	(44,785	)	$	(9,665	)

Cash flows from financing activities:
Issuance of stock - net of offering costs		100,000			20,000
Cash received from short term borrowings		175,000			9,158,000
Payment on short term borrowings					(1,730,167	)
Cash paid for debt financing fees					(826,500	)
Net cash provided by financing activities	$	275,000		$	6,621,333

Discontinued Activates:
Net cash used in operating activities	$	41,802		$	384,229
Net cash used in investing activities		-			(511,603	)
Net cash provided by (used in) discontinued operations		41,802			(127,374	)

Net decrease in cash & cash equivalents		(5,968	)		(100,086	)

Cash & cash equivalents, beginning balance		7,205			100,086
Cash & cash equivalents, ending balance	$	1,237		$	-

	2010		2009
Prepaid commissions	$	-	$	294,872
Credit Card processor retentions		11,259		132,606
Other		25,913		91,199
Total	$	37,172	$	518,677

	2010		2009
Rent Deposits	$	25,985	$	31,763
Credit Card Reserve		431		20,084
Vendor Deposit		2,928		10,357
TOTAL	$	29,344	$	62,204

	2010		2009
Accrued interest	$	648,349	$	508,554
Accrued interest - related party		374,970		180,720
Accrued commission		-		7,272
Accrued payroll and related expenses		728,635		523,240
Accrued payroll and related expenses – related party		79,310
Payroll tax liability		1,015,945		1,018,325
Credit Cards		106,480		84,682
Other		170,063		65,757
Other- related party		35,600		70,666
Total other current liabilities	$	3,159,352	$	2,459,216

NOTE 7 - SHORT TERM BORROWINGS – unaudited	9/30/2010			12/31/2009
Note payable to Carole Harder bearing an annual interest rate of 12%, unsecured, due 1/31/10*	$	190,000		$	190,000
Convertible Promissory Notes, bearing an annual interest rate of 12%, secured, due 1/31/10*		1,910,000			2,210,000
Convertible Promissory Notes, bearing an annual interest rate of 18%, secured, due 5/16/10		1,333,333			1,333,333
Convertible Promissory Notes due 10/15/2010		141,663			141,663
Convertible Promissory Notes due 10/15/2010		291,665			291,665
Convertible Promissory Notes due 10/15/2010		116,666			116,666
Convertible Promissory Notes due10/15/2010		373,332			373,332
Convertible Promissory Notes due 10/15/2010		699,996			699,996
Sundry Bridge Notes, bearing an annual interest rate 12%, unsecured, due - 1/31/2010*		200,000			1,000,000
Convertible Promissory Notes due 2/26/2011		150,000			-
Total principal	$	5,406,655		$	6,356,655
Less: unamortized debt discount		(92,899	)		(776,122	)
Net balance	$	5,313,756		$	5,580,533

Exercise Price		Outstanding December 31st, 2009		Issued in 2010		Transferred/ Exercised			Outstanding September 30, 2010
$	0.01		113,520					(1)		113,520
$	0.10		109,008,215		1,500,000		55,000			110,563,215
$	0.30		30,300							30,300
$	0.50		101,000					(1)		101,000
$	0.70		1,244,116				(15,000	)		1,229,116
$	0.90		-
$	0.93		3,127,860							3,127,860
$	1.00		2,743,246				(40,000	)		2,703,246
$	2.40		132,310					(1)		132,310
			116,500,567		1,500,000		-			118,000,567

Option Group		Outstanding December 31, 2009		Issued Ninemonths ended September 30, 2010		Terminated/ Transferred/ Exercised			Outstanding September 30, 2010
$	.10-.49		468,500		1,500,000		(150,500	)		1,818,000
$	.50-.69		873,274		-		(773,274	)		100,000
$	.70-.89		1,098,602		-		(553,602	)		545,000
$	.90-.99		686,844		-		(661,844	)		25,000
$	1.00-1.25		770,694		-		(365,694	)		405,000
$	1.26-1.70		219,637		-		(209,637	)		10,000
			4,117,551		1,500,000		(2,714,551	)		2,903,000

	2010			2009
Operations: BoomJ.com dba I-Supply
Net Sales	$	297,158		$	409,051
Gross Margin		283,015			345,614
Depreciation		(134,335	)		(145,041	)
Assets		251,969			517,802
Capital Expenditures		44,785			11,333
Net Loss		(677,748	)		(4,662,761	)

Operations: KaChing KaChing (through 4/22/2010)
Net Sales	$	205,105		$	-
Gross Margin		65,613			-
Depreciation		(17,605	)		-
Assets		-			-
Capital Expenditures		-			-
Net (Loss) Gain		(416,116	)		-

Operations: Adjuice (commencing May 20,2010)
Net sales	$	75,101		$	-
Gross Margin		3,969			-
Depreciation		(36,827	)		-
Assets		494,600			-
Capital Expenditures		-			-
Net (Loss) Gain		(337,130	)		-

Operations: LocalAdLink (Discontinued)
Net sales	$	397,405		$	12,299,017
Gross Margin		103,032			876,544
Depreciation		-			(50,492	)
Assets		2,343			2,088,816
Capital Expenditures		-			509,935
Net (Loss) Gain		60,177			(4,774,910	)

Consolidated
Consolidated Operations:
Net sales	$	577,354		$	409,051
Gross Margin		352,597			346,381
Other Operating Expenses		(4,231,452	)		(5,936,312	)
Depreciation		(188,767	)		(145,041	)
Non-operating income (expense)		5,894,363			(5,734,972	)
Income (loss) from discontinued operations		60,177			(4,774,910	)
Net (Loss)		(791,796	)		(17,114,906	)
Assets		2,899,717			4,840,462
Basic & Diluted Net Loss Per Share		(0.01	)		(0.18	)
Capital Expenditures		44,785			120,929

	2010			2009
Numerator

Basic and diluted net loss per share:

Net Income (loss) available to common stock holders	$	(791,796	)	$	(17,114,906	)

Denominator

Basic and diluted weighted average number of shares outstanding		72,679,602			43,737,435

Basic and diluted net loss per share	$	(0.01	)	$	(0.39	)

	2010		2009
Sales	$	397,405	$	12,299,017
Cost of sales		294,374		11,422,463
Gross Profit (Loss)		103,032		876,554
Depreciation		-		(50,492	)
Operating expense		(33,946)		(5,594,936	)
Operating expense - Related Party		-		509,935
Non-Operating Expenses		(8,908)		12
Gain (Loss) from discontinued operations	$	(60,178)	$	(4,774,910	)

Current assets	$	116,145
Property and equipment, net		458,321
Other assets		37,517
Total Assets	$	611,983

Current liabilities	$	1,852,615
Long-term debt		402,732
Derivative liabilities		3,789,087
Total Liabilities	$	6,044,434

Revenues	$	457,650
Operating expenses		2,338,823
Loss from operations	$	(1,881,173	)
Non-operating expenses		3,479,769
Net loss	$	(5,360,942	)

Accounts receivable	$	77,347
Other current Assets		3,353
Website		500,000
Other assets		3,527

Assets acquired		584,227

Accounts payable and other current liabilities		93,500
Loans		63,000

Liabilities assumed		156,500

Net assets acquired	$	427,727

Fair value of consideration given	$	420,000

Gain recorded	$	7,727

Sales	$	1,021,886		$	417,378
Cost of sales		555,288			245,725
Gross Profit (Loss)		466,588			171,653
Operating expense		(2,426,183	)		(4,768,511	)
Operating expense - Related Party		(3,220,967	)		(115,008	)
Non Operating (Income)/Expenses		(2,191,207	)		(5,560,168	)
Net Income/ (Loss)	$	(2,989,485	)	$	(8,325,109	)