Depreciation of the office equipment for the three months ended March 31, 2020 and 2019 were $871 and $871, respectively.

NOTE 4 – INTANGIBLE ASSETS - TRADEMARK

The Company has intangible assets related to a trademark. The amortization of the intangible asset is over a twenty-year period. As of March 31, 2020, and December 31, 2019, the Company had intangible assets, net of accumulated amortization, of $10,600 and $10,753, respectively. The intangible assets are as follows:

Amortization expense of the trademark for the three months ended March 31, 2020 and 2019 were $153 and $153, respectively.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

NOTE 5 – NOTES PAYABLE

On February 7, 2018, Vincent, the Company’s majority shareholder and director, loaned the Company $20,000 in the form of a promissory note. The note bears interest of 20% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On January 10, 2019, this note and accrued interest was converted into common stock.

On March 2, 2018, Frost, then a director, loaned the Company $40,000 in the form of a promissory note. The note bears interest of 20% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, this note is in default and the accrued interest was $16,696, and the principal balance was $40,000.

On June 21, 2018, Vincent formalized various advances toIn February 2021, the Company in the amount of $40,000 in the form of a promissory note. The note bears interest of 20% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On January 10, 2019, this note and accrued interest was converted into common stock.interest.

On July 30, 2018, Frost, then a director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 20% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020,In February 2021, the Company paid this note and accrued interest was $3,346, the principal balance was $10,000, and the note is in default.interest.

On August 10, 2018, Frost, a director, loaned the Company $13,000 in the form of a promissory note. The note bears interest of 20% and has the term of six months, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020,In February 2021, the Company paid this note is in default and the accrued interest was $4,272, the principal balance was $13,000, and the note is in default.interest.

On November 5, 2018, Frost, a director, loaned the Company $500 in the form of a promissory note. The note bears interest of 8% and has the term of six months, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the accrued interest was $56, and the principal balance was $500.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On November 8, 2018, Vincent, a director, loanedIn February 2021, the Company $5,000 in the form of a promissory note. The note bears interest of 8% and has the term of six months, at which time all principal and interest will be paid in a balloon payment. On January 10, 2019, this note and accrued interest was converted into common stock.

On December 24, 2018, Vincent, a director, loaned the Company $15,000 in the form of a promissory note. The note bears interest of 8% and has the term of six months, at which time all principal and interest will be paid in a balloon payment. On January 10, 2019, this note and accrued interest was converted into common stock.

On January 9, 2019, Kanuth, an officer and director, loaned the Company $13,736 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $13,736 and accrued interest of $798 was converted into common stock of the Company.

On January 17, 2019, Kanuth, an officer and director, loaned the Company $8,156 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $8,156 and accrued interest of $320 was converted into common stock of the Company.interest.

On January 24, 2019, Kanuth, an officer and director, loaned the Company $11,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $11,000 and accrued interest of $319 was converted into common stock of the Company. As of March 31, 2020, the principal was $0 and the accrued interest not converted was $96. On April 7, 2020, the accrued interest balance was converted into common stock of the Company (see Note 9)6).

On February 4, 2019, Kanuth, an officer and director, loaned the Company $13,197 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $13,197 was converted into common stock of the Company. As of March 31, 2020, the principal was $0 and the accrued interest was $691. On April 7, 2020, the accrued interest balance was converted into common stock of the Company (see Note 9)6).

On February 4, 2019, Kanuth, an officer and director, loaned the Company $5,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $5,000 was converted into common stock of the Company. As of March 31, 2020, the principal was $0 and the accrued interest was $176. On April 7, 2020, the accrued interest balance was converted into common stock of the Company (see Note 9)6).

On March 1, 2019, Kanuth, an officer and director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $10,000 and accrued interest of $298 was converted into common stock of the Company.

On March 6, 2019, Kanuth, an officer and director, loaned the Company $3,033 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $3,033 and accrued interest of $80 was converted into common stock of the Company.

On March 25, 2019, Kanuth, an officer and director, loaned the Company $13,692 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. On July 15, 2019, the principal of $13,692 and accrued interest of $336 was converted into common stock of the Company.

On April 30, 2019, Kanuth, an officer and director, loaned the Company $6,514 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $6,514 and the accrued interest was $480. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On May 23, 2019, Kanuth, an officer and director, loaned the Company $6,544 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $6,544 and the accrued interest was $449. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On August 13, 2019, Kanuth, an officer and director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $10,000 and the accrued interest was $506. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On September 5, 2019, Kanuth, an officer and director, loaned the Company $20,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $20,000 and the accrued interest was $912. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On September 16, 2019, Kanuth, an officer and director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $10,000 and the accrued interest was $431. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On October 16, 2019, Kanuth, an officer and director, loaned the Company $30,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $30,000 and the accrued interest was $1,098. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On October 31, 2019, Kanuth, an officer and director, loaned the Company $8,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $8,000 and the accrued interest was $269. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On November 8, 2019, Kanuth, an officer and director, loaned the Company $70,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $70,000 and the accrued interest was $2,224. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On November 25, 2019, Kanuth, an officer and director, loaned the Company $9,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $9,000 and the accrued interest was $253. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On December 17, 2019, Kanuth, an officer and director, loaned the Company $20,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $20,000 and the accrued interest was $399. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On January 3, 2020, Kanuth, an officer and director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $10,000 and the accrued interest was $195. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On February 8, 2020, Kanuth, an officer and director, loaned the Company $4,860 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $4,860 and the accrued interest was $56. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On February 26, 2020, Kanuth, an officer and director, loaned the Company $10,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $10,000 and the accrued interest was $75. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On March 18, 2020, Kanuth, an officer and director, loaned the Company $30,000 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $30,000 and the accrued interest was $92. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On March 31, 2020, Kanuth, an officer and director, loaned the Company $3,129 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2020, the principal was $3,129 and the accrued interest was $1. On April 7, 2020, the balance was converted into common stock of the Company (see Note 9)6).

On April 9, 2020, Kanuth, an officer and director, loaned the Company $1,500 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2021, the principal balance was $1,500 and the accrued interest was $118. See Note 7.

On April 15, 2020, Kanuth, an officer and director, loaned the Company $4,200 in the form of a promissory note. The note bears interest of 8% and has the term of one year, at which time all principal and interest will be paid in a balloon payment. As of March 31, 2021, the principal balance was $4,200 and the accrued interest was $323. See Note 7.

On May 5, 2020, the Company received $20,800 in the form of a loan through the CARES Act Paycheck Protection Program. The balance at March 31, 2021 was $20,800.

NOTE 64 – COMMITMENTS AND CONTINGENCIES

The Company is subject, from time to time, to claims by third parties under various legal disputes. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. As of May 13, 2020,6, 2021, the Company did not have any legal actions pending against it.

On June 27, 2017, Altitude entered a license agreement with Sporting Edge UK (see Note 1), Sporting Edge UK is the sole and exclusive owner of and has the right to license to licensee the ability to manufacture and sell rights to the full range of membrane-based systems for the production of reduced oxygen environments and associated services as well as the use of patents and trademarks held by Sporting Edge UK or Vincent.

On January 24, 2019, Altitude and Sporting Edge UK entered into a Revised Licensing Agreement that grants a license to Altitude to use Sporting Edge UK’s proprietary technology related to properly engineered, membrane-based designs for simulated altitude training equipment. The annual license fee under the revised agreement is $1.00 per year. The product line ranges from personal at home use machines to fully integrated environmental rooms and chambers. Altitude has the licensing rights to use all technology to manufacture the products and to sell them (directly or through distributors) in the following territories:

All amounts due under the 2017 license agreement were waived, as were all royalty fees.

NOTE 75 – RELATED PARTY TRANSACTIONS

As of December 31, 2019, and March 31, 2020, the balance due to our former CEO, David Vincent, was recorded under stockholder’s advance of $36,211 and $36,211, respectively, which is a verbal agreement, non-interest bearing, unsecured and payable on demand. On February 9, 2018, the Board of Directors changed the arrangement whereas the advance would begin accruing interest at the rate of 20%. The Company had accrued expenses to David Vincent, as of December 31, 2018 of $57,948 which were converted into common stock on January 10, 2019.

Altitude has an oral agreement with its Chairman of the Board and current CEO,2021, Robert Kanuth, in which it will provide for reimbursement of private airline travel expenses incurred on behalf of the Company, for his use of an aircraft in which he has an interest in. These travel expenses totaled $123,750 for the period ended December 31, 2017 and is included in accrued expenses to related parties at December 31, 2018. In January 2018, the Board of Directors issued a one-time bonus to Mr. Kanuth, in the amount of $7,525, to compensate for the significant payable and what would have been interest. Additionally, the open balance accrued interest at the rate of 20% per annum and, as of December 31, 2018, the accrued interest was $24,750. The past travel expenses, the bonus, and the accrued interest, totaling $157,197, were collectively converted into common stock as of January 10, 2019 (see Note 8). The remuneration package for the Chairman is currently under negotiation as are the terms and validity of a purported agreement between the Chairman and the Company’s CEO regarding shares to be transferred from the CEO to the Chairman upon sales milestones being reached. The Company and its subsidiaries were not parties to the purported agreement, and their property is not the subject of the purported agreement.

On February 4, 2019, Kanuth, an officer and director, loaned the Company $5,000. The loan is non-interest bearing and is payable on demand.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

Effective as of January 10, 2019, Vincent, a director, converted $156,918 of promissory notes, accounts payable and accrued interest into 2,241,686 shares of common stock. See Notes 5 and 8.

Effective as of January 10, 2019, Kanuth, an officer and director, converted $157,197 of promissory notes, accounts payable and accrued interest into 2,245,672 shares of common stock. See Notes 5 and 8.

On July 15, 2019, the Company issued 1,000,000 shares of common stock of the Company to Pete Sandore, a director of the Company, for services to be rendered. The shares were valued at $0.11 per share or $110,000.is owed $14,254 in accrued expenses and $6,141 in notes payable and the related accrued interest. See Note 8.7.

On July 15, 2019,

As of March 31, 2021, Breunich Holding Inc., which is controlled by Greg Breunich, the Company issued 1,000,000 shares of common stockchief executive officer, chief financial officer and chairman of the Company, to Greg Anthony, a director of the Company, for services to be rendered.is owed $109,328. The shares were valued at $0.11 per share or $110,000. See Note 8.payable is non-interest bearing.

On July 15, 2019, the Company issued 1,000,000 shares of common stock of the Company to Joseph B. Frost, an officer and director of the Company, for services to be rendered. The shares were valued at $0.11 per share or $110,000. See Note 8.

NOTE 86 – STOCKHOLDERS’ EQUITY

Preferred Stock

On February 5, 2015, the Board of Directors of the Company authorized 5,000,000 shares of preferred stock with no par value. Each share of the preferred stock is entitled to one vote and is convertible into one share of common stock.

As of March 31, 2020,2021, and December 31, 2019,2020, the Company has no preferred stock issued and outstanding.

Common Stock

Altitude was incorporated on May 18, 2017 under the laws of the state of Wisconsin with 100,000,000 authorized common stock with $0.001 par value. The shareholders have one vote per share of common stock.

After the closing of certain Stock Purchase Agreements, in private sale transaction and the Share Exchange Agreement, the Company’s common stock had no par value and is registered in New York.

On June 12, 2017, Altitude issued 6,102,000 shares of its common stock at par value of $0.001 per share as founder shares for future potential services from 15 individuals, including Vincent, who is the largest equity interest shareholder and the director ofFebruary 10, 2021, the Company filed amended Articles of Incorporation with a total recorded at par valuethe State of $6,102.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

NotesNew York to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On June 27, 2017, the Company entered into a share exchange transaction with Altitude and the shareholders of Altitude. Pursuant to the terms of the Share Exchange, the Company agreed to issue 6,102,000 shares ofamend its common stock to the individual shareholders of Altitude on a pro rata basis in exchange for receive 100% of the shares of Altitude. Following the Share Exchange, Altitude became a wholly owned subsidiary of the Company. See Note 1.

Prior to the Share Exchange Agreement, there were 22,828,659authorized shares of common stock ofby an additional 530,000,000 whereas the Company issued and outstanding, 14,700,000 of which were cancelled on June 27, 2017. As consideration for the Share Exchange Agreement, the shareholders of Altitude receivedtotal authorized is a total of 6,102,000 restricted605,000,000 shares of the Company, proportionate to their shareholdings in Altitude.

On January 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500capital stock consisting of (i) 600,000,000 shares of common stock, for legal work for January 2019. The common stock of the Company is thinly tradedno par value, and had a value of $0.07 per share, therefore the Company recorded the transaction at $875.

Effective as of January 10, 2019, Vincent, a director, converted $156,918 of promissory notes, accounts payable and accrued interest into 2,241,686(ii) 5,000,000 shares of common stock. See Notes 5 and 8.

Effective as of January 10, 2019, Kanuth, an officer and director, converted $157,197 of promissory notes, accounts payable and accrued interest into 2,245,672 shares of common stock. See Notes 5 and 8.

On February 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of commonpreferred stock, for legal work for February 2019. The common stock of the Company is thinly traded and had a value of $0.15 per share, therefore the Company recorded the transaction at $1,875.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On March 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for March 2019. The common stock of the Company is thinly traded and had a value of $0.092 per share, therefore the Company recorded the transaction at $1,150.

On April 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for April 2019. The common stock of the Company is thinly traded and had a value of $0.07 per share, therefore the Company recorded the transaction at $875.

On May 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for May 2019. The common stock of the Company is thinly traded and had a value of $0.061 per share, therefore the Company recorded the transaction at $763.

On June 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for June 2019. The common stock of the Company is thinly traded and had a value of $0.05 per share, therefore the Company recorded the transaction at $625.

On July 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for July 2019. The common stock of the Company is thinly traded and had a value of $0.0326 per share, therefore the Company recorded the transaction at $408.

On July 1, 2019, the Company contracted with Investor Network, LLC (“INLLC”) to provide professional services. As compensation for the services, INLLC was issued 3,000,000 shares of common stock of the Company, issuable in three tranches of 1,000,000 shares each. The dates of issuance were July 1, 2019, July 31, 2019 and August 30, 2019. The 3,000,000 shares were valued at $0.0326, or $97,800.

On July 15, 2019, the Company issued 1,000,000 shares of common stock of the Company to Pete Sandore, a director of the Company, for services to be rendered. The shares were valued at $0.11 per share or $110,000. See Note 7.

On July 15, 2019, the Company issued 1,000,000 shares of common stock of the Company to Greg Anthony, a director of the Company, for services to be rendered. The shares were valued at $0.11 per share or $110,000. See Note 7.

On July 15, 2019, the Company issued 1,000,000 shares of common stock of the Company to Joseph B. Frost, an officer and director of the Company, for services to be rendered. The shares were valued at $0.11 per share or $110,000. See Note 7.

On July 31, 2019, the Company issued 1,134,144 shares of common stock of the Company to Robert Kanuth, an officer and director of the Company, in exchange for $79,390 in liabilities. The shares were valued at $0.11 or $124,756 therefore the Company recorded a loss on settlement of debt of $45,366. See Note 7.

On August 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for August 2019. The common stock of the Company is thinly traded and had a value of $0.1262 per share, therefore the Company recorded the transaction at $1578.

On September 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for September 2019. The common stock of the Company is thinly traded and had a value of $0.06 per share, therefore the Company recorded the transaction at $750.

On September 19, 2019, the Company issued Leslie Visser, a director of the Company, 33,334 shares of common stock of the Company, in exchange for a payable of $2,000. The shares were valued at $0.099 or $3,300 therefore the Company recorded a loss on settlement of debt of $1,300. See Note 7.

On October 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for October 2019. The common stock of the Company is thinly traded and had a value of $0.07 per share, therefore the Company recorded the transaction at $875.

On November 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for November 2019. The common stock of the Company is thinly traded and had a value of $0.147 per share, therefore the Company recorded the transaction at $1,838.

ALTITUDE INTERNATIONAL, INC.

and Subsidiary

Notes to the Condensed Consolidated Financial Statements

March 31, 2020

(unaudited)

On December 1, 2019, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for December 2019. The common stock of the Company is thinly traded and had a value of $0.136 per share, therefore the Company recorded the transaction at $1,700.no par value.

On January 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for January 2020. The common stock of the Company is thinly traded and had a value of $0.0401 per share, therefore the Company recorded the transaction at $501.

On February 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for February 2020. The common stock of the Company is thinly traded and had a value of $0.07 per share, therefore the Company recorded the transaction at $875.

On March 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for March 2020. The common stock of the Company is thinly traded and had a value of $0.04 per share, therefore the Company recorded the transaction at $500.

On April 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for April 2020. The common stock of the Company is thinly traded and had a value of $0.025 per share, therefore the Company recorded the transaction at $313.

On April 7, 2020, Kanuth converted $257,916 of notes and accrued interest into 7,390,144 shares of common stock of the Company, at the current market price of $0.345.

On May 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for May 2020. The common stock of the Company is thinly traded and had a value of $0.051 per share, therefore the Company recorded the transaction at $638.

On June 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for June 2020. The common stock of the Company is thinly traded and had a value of $0.047 per share, therefore the Company recorded the transaction at $588.

On July 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for July 2020. The common stock of the Company is thinly traded and had a value of $0.03 per share, therefore the Company recorded the transaction at $375.

On July 9, 2020, Frost converted $158,932 of debt into 7,946,625 shares of common stock. The conversion was at a discount whereas the fair market value was $198,666. The Company recognized a loss of $39,734 related to the discount.

On August 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for October 2020. The common stock of the Company is thinly traded and had a value of $0.05 per share, therefore the Company recorded the transaction at $375.

On November 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for November 2020. The common stock of the Company is thinly traded and had a value of $0.043 per share, therefore the Company recorded the transaction at $538.

On December 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for December 2020. The common stock of the Company is thinly traded and had a value of $0.045 per share, therefore the Company recorded the transaction at $563.

On February 2, 2021, the Company issued shares of common stock for services as follows: Elizabeth K. Stahl, 40,000; Robin K. Walker, 100,000; Greg Whyte,1,500,000; and Greg Anthony, 5,000,000.

On February 8, 2021, Frost exercised 250,000 options at $0.077 per share for $19,250.

As of March 31, 2020,2021, and December 31, 2019,2020, the Company has 36,138,49551,500,264 and 36,075,995 shares of no par common stock issued, issuable, and outstanding.

Stock Option Plan

On February 13, 2018, the Company’s shareholders and Board of Directors approved the 2017 Incentive Stock Plan.

On January 25, 2019, the Company issued 250,000 options to Vincent. The options vest at a rate of 25% every six months after the grant date and expire upon termination of employment. The exercise price is $0.077. The Black-Scholes calculation valued the options at $15,809, or $0.06 per share. As of March 31, 2020, $5,3922021, $5,912 was amortized. These options expired three months following Vincent’s resignation because they were not exercised prior to that time.

On January 25, 2019, the Company issued 250,000 options to Frost. The options vest at a rate of 25% every six months after the grant date and expire upon termination of employment. The exercise price is $0.077. The Black-Scholes calculation valued the options at $15,809, or $0.06 per share. As of March 31, 2020, $9,334 was amortized.On February 8, 2021, Frost exercised the options at $0.077 per share for $19,250.

There are currently no stock options currently issued and outstanding under the 2017 Plan, as all 250,000 remaining stock options issued and outstanding were exercised on February 8, 2021.

NOTE 97 – SUBSEQUENT EVENTS

On April 1, 2020,The Company has evaluated subsequent events through the date the financial statements were issued and filed with the Securities and Exchange Commission. The Company was contractually obligated to issue its legal counsel 12,500 shares of common stock for legal work for April 2020. The common stock ofhas determined that there are no other such events that warrant disclosure or recognition in the Company is thinly traded and had a value of $0.025 per share, therefore the Company recorded the transaction at $313.financial statements, except as stated herein.

On April 7, 2020,30, 2021, the Company paid Robert Kanuth converted $257,916 of notes$20,000 as a settlement for all liabilities owed to him which totalled $20,395. See Notes 3 and accrued interest into 7,390,144 shares of common stock5.

The outbreak of the Company (see Note 7).

On May 1, 2020, the Company was contractually obligated to issue its legal counsel 12,500 sharescoronavirus (COVID-19) resulted in increased travel restrictions, and shutdown of common stock for legal work for May 2020. The common stockbusinesses, which may cause slower recovery of the Companyeconomy. We may experience impact from quarantines, market downturns and changes in customer behavior related to pandemic fears and impact on our workforce if the virus continues to spread. In addition, one or more of our customers, partners, service providers or suppliers may experience financial distress, delayed or defaults on payment, file for bankruptcy protection, sharp diminishing of business, or suffer disruptions in their business due to the outbreak. The extent to which the coronavirus impacts our results will depend on future developments and reactions throughout the world, which are highly uncertain and will include emerging information concerning the severity of the coronavirus and the actions taken by governments and private businesses to attempt to contain the coronavirus. It is thinly tradedlikely to result in a potential material adverse impact on our business, results of operations and had a valuefinancial condition. Wider-spread COVID-19 globally could prolong the deterioration in economic conditions and could cause decreases in or delays in advertising spending and reduce and/or negatively impact our short-term ability to grow our revenues. Any decreased collectability of $0.051 per share, therefore the Company recorded the transaction at $638.

On April 24, 2020, the Company formed a wholly-owned subsidiaryaccounts receivable, bankruptcy of small and medium businesses, or early termination of agreements due to deterioration in Wisconsin called “Altitude Sports Management Corp.” that will focus on sports management.

On May 5, 2020, the Company received $20,800 in the formeconomic conditions could negatively impact our results of a loan through the CARES Act Paycheck Protection Program.operations.

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

The statements contained in the following MD&A and elsewhere throughout this Quarterly Report on Form 10-Q, including any documents incorporated by reference, that are not historical facts, including statements about our beliefs and expectations, are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements preceded by, followed by or that include the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend” and similar words or expressions. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances are forward-looking statements.

These forward-looking statements, which reflect our management’s beliefs, objectives, and expectations as of the date hereof, are based on the best judgement of our management. All forward-looking statements speak only as of the date on which they are made. Such forward-looking statements are subject to certain risks, uncertainties and assumptions relating to factors that could cause actual results to differ materially from those anticipated in such statements, including, without limitation, the following: economic, social and political conditions, global economic downturns resulting from extraordinary events such as the COVID-19 pandemic and other securities industry risks; interest rate risks; liquidity risks; credit risk with clients and counterparties; risk of liability for errors in clearing functions; systemic risk; systems failures, delays and capacity constraints; network security risks; competition; reliance on external service providers; new laws and regulations affecting our business; net capital requirements; extensive regulation, regulatory uncertainties and legal matters; failure to maintain relationships with employees, customers, business partners or governmental entities; the inability to achieve synergies or to implement integration plans and other consequences associated with risks and uncertainties detailed in our filings with the SEC, including our most recent filings on Forms 10-K and 10-Q.

We caution that the foregoing list of factors is not exclusive, and new factors may emerge, or changes to the foregoing factors may occur, that could impact our business. We undertake no obligation to publicly update or revise these statements, whether as a result of new information, future events or otherwise, except to the extent required by the federal securities laws.

This discussion should be read in conjunction with our financial statements on our 2020 Form 10-K, and our financial statements and the notes thereto contained elsewhere in this Quarterly Report on Form 10-Q.

Results of Operations

For the three months ended March 31, 20202021 compared to the three months ended March 31, 20192020

Revenue

The Company had revenue of $593$0 for the three months ended March 31, 20202021 compared to $114,498$593 for the comparable period in 2019. The decrease in revenue is primarily attributable to the business not operating due to the COVID-19 pandemic.2020.

Operating Expenses

The Company had operating expenses of $3,022,750 for the three months ended March 31, 2021 compared to $99,269 for the three months ended March 31, 2020 compared to $156,568 for the three months ended March 31, 2019.2020. The decreaseincrease was primarily due to direct costsstock-based compensation of revenue of $0$2,967,745 for 20202021 compared to $46,470$3,825 for the same period in 2019. This decrease is primarily attributable to the business not operating due to the COVID-19 pandemic.2020.

Net Loss

The Company had a net loss of $2,985,449 for the three months ended March 31, 2021 compared to $106,028 for the three months ended March 31, 2020 compared to $49,885 for the three months ended March 31, 2019.2020.

Liquidity and Capital Resources

As of March 31, 2020,2021, the Company had cash and cash equivalents of $2,160.$95,378. We do not have sufficient resources to effectuate our business. We expect to incur a minimum of $320,000 in expenses during the next twelve months of operations. We estimate that these expenses will be comprised primarily of general expenses including overhead, legal and accounting fees. These factors raise substantial doubts about the Company’s ability to continue as a going concern.

We usedOperations provided cash in operations of $64,096$75,918 for the three months ended March 31, 2020.2021. The negativepositive cash flow from operating activities for the three months ended March 31, 20202021 is attributable to the Company’s net loss from operationsconversion of $40,608.debt into common stock.

We used cash in investing for financing activities of $0 for the three months ended March 31, 2020.2021.

We had cash provided by financing activities of $57,989 for the three months ended March 31, 2020, consisting2021 of loans from Kanuth.$19,250.

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

Plan of Operation

The Company produces systems under license from Sporting Edge UK. These systems include the control of simulated altitude as a minimum and often the simultaneous control of temperature and humidity, providing a full environmental capability. Also included in the license are the Training Protocols that Sporting Edge UK has established to ensure that the optimum results are achieved by athletes using the altitude facilities.

The Company will be setting up manufacturing in 2020 to address the need for quicker system turnaround. This will consist primarily of manufacturing space, but with a small office content. The work will primarily consist of the assembly of components into the unique licensed designs. Initial recruitment of technically capable persons will be necessary, followed by short training blocks to pass on the required skills. A small team will visit the UK to obtain hands-on experience of the manufacturing requirement.2021 operational plan consists of:

The Company has two approaches to penetrating the market.

On February 17, 2021, Altitude International Holdings, Inc. entered into a Proposal for Services with Orlando Magic Ltd. through which the Company agreed to manufacture, install and commission an altitude chamber at the Orlando Magic Training Facility in Orlando, FL. On February 22, 2022, the Company entered into a Sponsorship Agreement with the Orlando Magic.

Commercial operations are centered in Florida.

The Company has access to facilities that have been sold in the US to demonstrate system design and function.

Customer support and installation activities will be carried out by Altitude International staff.

The Company has installed a chamber at Tulane University.

The Company has installed a chamber at the Miami Dolphins facility.

Commercial operations are centered in Florida.

In April 2020, the Company formed a wholly owned subsidiary, Altitude Sports Management Corp.

The Company has been impacted by the COVID-19 pandemic, and some of its earlier plans to further diversify its operations and expand its operating subsidiaries have been paused due to the economic uncertainty.

Off-balance Sheet Arrangements

We do not 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, capital expenditures or capital resources that are material to investors.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not required.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a company’s controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the issuer’s management, including its chief executive and chief financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC’s rules and forms and that information required to be disclosed is accumulated and communicated to the chief executive and interim chief financial officer to allow timely decisions regarding disclosure.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are not effective as of such date. The Chief Executive Officer and Chief Financial Officer have determined that the Company continues to have the following deficiencies which represent a material weakness:

The additional hiring is contingent upon The Company’s efforts to obtain additional funding through equity or debt and the results of its operations. Management hopes to secure funds in the coming fiscal year but provides no assurances that it will be able to do so.

Limitations on the Effectiveness of Controls

The Company’s officers do not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all error and all fraud. 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. Further, the design of the control system must reflect that there are resource constraints and that the benefits 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 that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of controls. The design of any system of controls is based in part on 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. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

Changes in Internal Control Over Financial Reporting

During the fiscal quarter covered by this Quarterly Report, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business. Except as set forth below, we are currently not aware of any such pending or threatened legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

Item 1A. Risk Factors

Not required.As a smaller reporting company, we are not required to include disclosure under this item. We refer readers to our Form 10-K for additional risk factor disclosures.

An occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations.

The occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations. A pandemic typically results in social distancing, travel bans and quarantine, and this may limit access to our facilities, customers, management, support staff and professional advisors. These factors, in turn, may not only impact our operations, financial condition and demand for our goods and services but our overall ability to react timely to mitigate the impact of this event. Also, it may hamper our efforts to comply with our filing obligations with the Securities and Exchange Commission.

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

On April 14, 2020,February 10, 2021, the Company issued 7,390,144shares of common stock to certain individuals for their service to the Company. Gregory C. Anthony was issued 5,000,000 restricted shares of common stock, to Robert Kanuth and Lesley Visser (“Kanuth”) upon the conversion of $257,916 in existing debt owed to Kanuth that has been accrued by the Company. The issuance was made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stockGreg Whyte was issued in exchange for debt securities of the Company held by each shareholder, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering. The holders provided legal opinions pursuant to Rule 144 promulgated under Section 4(a)(1) of the Securities Act.

On April 14, 2020, the Company issued 62,5001,500,000 restricted shares of common stock, certain consultants were issued 140,000 restricted shares of common stock and its legal counsel.counsel was issued 37,500 restricted shares of common stock. These shares were issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended pursuant to Section 4(a)(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transactions did not involve a public offering.

On February 8, 2021, Frost exercised 250,000 options at $0.077 per share for $19,250. These shares were issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended pursuant to Section 4(a)(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transactions did not involve a public offering.

On March 9, 2021, Frost converted $90,708 of payable due to him in exchange for 181,417 shares of common stock of the Company. The issuance was made in reliance on the exemption from registration provided by Sections 3(a)(9) and 4(a)(2) of the Securities Act as the common stock was issued in exchange for debt securities of the Company held by the Investor, there was no additional consideration for the exchange, there was no remuneration for the solicitation of the exchange, there was no general solicitation, and the transactions did not involve a public offering.

On March 9, 2021, the Company issued 25,000 shares of common stock its legal counsel for services rendered to the Company These shares were issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended pursuant to Section 4(a)(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transactions did not involve a public offering.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information

On April 24, 2020, the Company formed a wholly-owned subsidiary in Wisconsin called “Altitude Sports Management Corp.,” an entity that willproviding fully integrated wealth, health, and career management services to its clients.None.

Item 6. Exhibits

*Filed Herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.