U.S. Securities and Exchange Commission

Washington, DC 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED

 

September 30,March 31, 20222023

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from__________________ to _______________________.

 

Commission File Number 000-27019

 

Investview, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada 87-0369205

(State or other jurisdiction

of incorporation)

 

(I.R.S. Employer

Identification No.)

 

234 Industrial Way521 West, Ste A202 Lancaster Avenue

EatontownSecond Floor

Haverford, New JerseyPennsylvania, 0772419041

(Address of principal executive offices)

 

Issuer’s telephone number: 732-889-4300

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
     

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

YesNo

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

 

YesNo

 

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

 

Large accelerated filer ☐Accelerated filer ☐
Non-accelerated filerSmaller reporting company
Emerging growth company  

 

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

 

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

 

YesNo

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of November 14, 2022,May 12, 2023, there were 2,641,275,4892,636,275,719 shares of common stock, $0.001 par value, outstanding.

 

 
 

INVESTVIEW, INC.

 

Form 10-Q for the NineThree Months Ended September 30, 2022March 31, 2023

 

Table of Contents

PART I – FINANCIAL INFORMATION3
ITEM 1 – FINANCIAL STATEMENTS3
Condensed Consolidated Balance Sheets as of September 30, 2022March 31, 2023 (Unaudited) and December 31, 202120223
Condensed Consolidated Statements of Operations and Other Comprehensive Income (Loss) for the Three and Nine Months Ended September 30,March 31, 2023 and 2022 and 2021 (Unaudited)4
Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Nine Months Ended September 30,March 31, 2023 and 2022 and 2021 (Unaudited)5
Condensed Consolidated Statements of Cash Flows for the NineThree Months Ended September 30,March 31, 2023 and 2022 and 2021 (Unaudited)6
Notes to Condensed Consolidated Financial Statements as of September 30, 2022March 31, 2023 (Unaudited)7
ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS2322
ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK2927
ITEM 4 – CONTROLS AND PROCEDURES2927
PART II – OTHER INFORMATION2928
ITEM 1 – LEGAL PROCEEDINGS2928
ITEM 1.A – RISK FACTORS3028
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS3028
ITEM 3 – DEFAULTS UPON SENIOR SECURITIES3028
ITEM 4 – MINE SAFETY DISCLOSURES3028
ITEM 5 – OTHER INFORMATION3028
ITEM 6 – EXHIBITS3129
SIGNATURE PAGE3230

2


 

PART I – FINANCIAL INFORMATION

 

ITEM 1 – FINANCIAL STATEMENTS

 

INVESTVIEW, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

                
 September 30 December 31,  March, 31 December, 31 
 2022 2021  2023 2022 
 (unaudited)    (unaudited)   
ASSETS             
Current assets:                
Cash and cash equivalents $19,081,445  $30,995,283  $19,234,285  $20,467,256 
Restricted cash, current  819,338   819,338   611,973   781,537 
Prepaid assets  328,378   164,254   1,022,690   366,561 
Receivables  1,988,895   1,920,069   1,604,151   1,255,542 
Inventory  939,318   -   177,765   249,480 
Income tax paid in advance  611,584   -   450,870   535,932 
Other current assets  2,872,589   2,018,324   2,079,548   2,360,957 
Total current assets  26,641,547   35,917,268   25,181,282   26,017,265 
                
Fixed assets, net  16,727,559   6,682,877   8,154,508   8,508,274 
                
Other assets:                
Restricted cash, long term  187,782   802,285   -   240,105 
Other restricted assets, long term  146,170   122,769   121,110   113,139 
Operating lease right-of-use asset  101,186   264,846   179,561   223,692 
Intangible asset  7,240,000   7,240,000 
Deposits  473,598   473,598   2,668,585   473,598 
Total other assets  8,148,736   8,903,498   2,969,256   1,050,534 
                
Total assets $51,517,842  $51,503,643  $36,305,046  $35,576,073 
                
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)                
Current liabilities:                
Accounts payable and accrued liabilities $5,312,102  $3,904,681  $4,575,328  $4,608,786 
Payroll liabilities  89,311   176,604   80,038   197,300 
Income tax payable  -   807,827   250,603   240,603 
Customer advance  142,070   75,702   60,388   96,609 
Deferred revenue  2,046,443   3,288,443   2,689,636   2,074,574 
Derivative liability  29,216   69,371   15,667   24,426 
Dividend liability  233,830   219,705   234,323   236,630 
Operating lease liability, current  112,275   255,894   131,633   148,226 
Related party payables, net of discounts, current  1,201,597   1,832,642 
Related party debt, net of discounts, current  1,202,257   1,201,927 
Debt, net of discounts, current  2,909,513   2,947,013   2,938,757   2,938,757 
Total current liabilities  12,076,357   13,577,882   12,178,630   11,767,838 
                
Deferred tax liability, long term  994,308   - 
Operating lease liability, long term  -   43,460   74,355   79,432 
Related party payables, net of discounts, long term  739,445   486,814 
Related party debt, net of discounts, long term  907,866   824,581 
Debt, net of discounts, long term  6,290,357   8,455,646   4,797,921   5,529,646 
Total long term liabilities  8,024,110   8,985,920   5,780,142   6,433,659 
                
Total liabilities  20,100,467   22,563,802   17,958,772   18,201,497 
                
Commitments and contingencies  -   -   -   - 
                
Stockholders’ equity (deficit):                
Preferred stock, par value: $0.001; 50,000,000 shares authorized, 252,192 and 252,192 issued and outstanding as of September 30, 2022 and December 31, 2021, respectively  252   252 
Common stock, par value $0.001; 10,000,000,000 shares authorized; 2,641,275,489 and 2,904,210,762 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively  2,641,275   2,904,211 
Preferred stock, par value: $0.001; 50,000,000 shares authorized, 252,192 and 252,192 issued and outstanding as of March 31, 2023 and December 31, 2022, respectively  252   252 
Common stock, par value $0.001; 10,000,000,000 shares authorized; 2,636,275,719 and 2,636,275,489 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively  2,636,275   2,636,275 
Additional paid in capital  103,380,124   101,883,573   105,119,385   104,350,746 
Accumulated other comprehensive income (loss)  (23,218)  (23,000)  (23,218)  (23,218)
Accumulated deficit  (74,581,058)  (75,825,195)  (89,386,420)  (89,589,479)
Total stockholders’ equity (deficit)  31,417,375   28,939,841   18,346,274   17,374,576 
                
Total liabilities and stockholders’ equity (deficit) $51,517,842  $51,503,643  $36,305,046  $35,576,073 

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

 

3

 

INVESTVIEW, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND OTHER COMPREHENSIVE INCOME (LOSS)

(Unaudited)

                        
 Three Months Ended September 30, Nine Months Ended September 30,  Three Months Ended March 31, 
 2022 2021 2022 2021  2023 2022 
              
Revenue:                        
Subscription revenue, net of refunds, incentives, credits, and chargebacks $          11,823,581  $14,034,214  $           36,658,790  $32,833,628  $11,192,111  $13,730,670 
Mining revenue  2,777,634   8,338,759   9,412,751   25,047,680   2,070,819   3,576,973 
Cryptocurrency revenue  351,433   998,127   1,308,809   8,168,295   280,300   440,416 
Miner repair revenue  43,511   -   123,621   - 
Digital wallet revenue  -   -   5,868   - 
Fee revenue  -   -   -   2,032 
Mining equipment repair revenue  23,378   - 
Total revenue, net  14,996,159   23,371,100   47,509,839   66,051,635   13,566,608   17,748,059 
                        
Operating costs and expenses:                        
Cost of sales and service  2,144,733   2,101,490   5,873,214   7,186,149   1,877,928   1,830,341 
Commissions  6,551,195   9,934,991   20,380,676   23,802,291   6,529,093   7,383,688 
Selling and marketing  17,874   26,484   53,139   93,984   252,434   11,754 
Salary and related  2,359,225   1,153,402   5,215,833   3,715,868   1,924,197   1,215,263 
Professional fees  601,367   132,778   2,350,687   1,445,143   493,884   978,975 
Impairment expense  625   140,233   7,008   674,671 
Loss (gain) on disposal of assets  (118,041)  -   (389,550)  -   20,270   (24,300)
General and administrative  2,916,167   54,097,580   7,611,867   57,961,461   2,076,430   2,067,816 
Total operating costs and expenses  14,473,145   67,586,958   41,102,874   94,879,567   13,174,236   13,463,537 
                        
Net income (loss) from operations  523,014   (44,215,858)  6,406,965   (28,827,932)  392,372   4,284,522 
                        
Other income (expense):                        
Gain (loss) on debt extinguishment  -   21,349   455   433,152 
Gain (loss) on fair value of derivative liability  2,319   47,017   40,155   98,928   8,756   (23,843)
Realized gain (loss) on cryptocurrency  (318,000)  1,651,024   (1,338,597)  892,266   242,572   (182,789)
Interest expense  (4,726)  (6,000)  (14,024)  (17,803)  (4,623)  (4,623)
Interest expense, related parties  (310,595)  (763,791)  (2,339,729)  (1,897,557)  (308,744)  (1,719,465)
Other income (expense)  49,872   22,168   107,725   (64,734)  172,623   31,227 
Total other income (expense)  (581,130)  971,767   (3,544,015)  (555,748)  110,584   (1,899,493)
                        
Income (loss) before income taxes  (58,116)  (43,244,091)  2,862,950   (29,383,680)  502,956   2,385,029 
Income tax expense  (362,563)  (758)  (1,004,308)  (146,950)  (95,062)  (6,000)
                        
Net income (loss)  (420,679)  (43,244,849)  1,858,642   (29,530,630)  407,894   2,379,029 
                        
Dividends on Preferred Stock  (204,835)  (204,835)  (614,505)  (534,176)  (204,835)  (204,835)
                        
Net income (loss) applicable to common shareholders $(625,514) $(43,449,684) $1,244,137  $(30,064,806) $203,059  $2,174,194 
                        
Other comprehensive income (loss), net of tax:                        
Foreign currency translation adjustments $-   (874) $(218) $(1,409) $-   380 
Total other comprehensive income (loss)  -   (874)  (218)  (1,409)  -   380 
Comprehensive income (loss) $(420,679) $(43,245,723) $1,858,424  $(29,532,039) $407,894  $2,379,409 
                        
Basic income (loss) per common share $(0.00) $(0.01) $0.00  $(0.01) $0.00  $0.00 
Diluted income (loss) per common share $(0.00) $(0.01) $0.00  $(0.01) $0.00  $0.00 
                        
Basic weighted average number of common shares outstanding  2,641,275,489   2,992,958,712   2,690,146,350   3,071,829,624   2,636,275,719   2,723,982,285 
Diluted weighted average number of common shares outstanding  2,641,275,489   2,992,958,712   3,726,574,921   3,071,829,624   3,672,704,290   3,760,410,856 

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

 

4

INVESTVIEW, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

THREE AND NINE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2023 AND 2022 AND 2021

(Unaudited)

                                 
                 Accumulated       
              Additional  Other       
  Preferred stock  Common stock  Paid in  Comprehensive  Accumulated    
  Shares  Amount  Shares  Amount  Capital  Income (Loss)  Deficit  Total 
Balance, December 31, 2020  55,554  $56   3,237,481,329  $3,237,481  $34,615,895  $(19,330) $(50,855,326) $(13,021,224)
Preferred stock issued for cash  47,953   48   -   -   1,198,777   -   -   1,198,825 
Preferred stock issued for cryptocurrency  392   -   -   -   9,800   -   -   9,800 
Preferred stock issued for debt  49,418   49   -   -   1,235,401   -   -   1,235,450 
Derivative liability recorded for warrants issued with preferred stock  -   -   -   -   (80,940)  -   -   (80,940)
Common stock cancelled  -   -   (255,000,000)  (255,000)  255,000   -   -   - 
Common stock issued for services  -   -   -   -   592,978   -   -   592,978 
Beneficial conversion feature  -   -   -   -   1,550,000   -   -   1,550,000 
Dividends  -   -   -   -   -   -   (124,506)  (124,506)
Foreign currency translation adjustment  -   -   -   -   -   273   -   273 
Net income (loss)  -   -   -   -   -   -   4,941,561   4,941,561 
Balance, March 31, 2021  153,317   153   2,982,481,329   2,982,481   39,376,911   (19,057)  (46,038,271)  (3,697,783)
Preferred stock issued for cash  97,669   98   -   -   2,441,627   -   -   2,441,725 
Preferred stock issued for cryptocurrency  1,206   1   -   -   30,149   -   -   30,150 
Common stock issued for services and compensation  -   -   11,500,000   11,500   977,891   -   -   989,391 
Common stock issued for warrant exercise  -   -   64,340   64   6,370   -   -   6,434 
Derivative liability recorded for warrants issued with preferred stock  -   -   -   -   (127,520)  -   -   (127,520)
Derivative liability extinguished for warrants exercised  -   -   -   -   10,156   -   -   10,156 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Foreign currency translation adjustment  -   -   -   -   -   (808)  -   (808)
Net income (loss)  -   -   -   -   -   -   8,772,658   8,772,658 
Balance, June 30, 2021  252,192   252   2,994,045,669   2,994,045   42,715,584   (19,865)  (37,470,448)  8,219,568 
Common stock issued for services and compensation  -   -   -   -   360,962   -   -   360,962 
Common stock issued for warrant exercise  -   -   18,300   19   1,811   -   -   1,830 
Common stock forfeited  -   -   (6,666,666)  (6,667)  6,667   -   -   - 
Derivative liability extinguished for warrants exercised  -   -   -   -   2,129   -   -   2,129 
Class B units of subsidiary issued to a related party for asset acquisition  -   -   -   -   58,859,440   -   -   58,859,440 
Contributed capital  -   -   -   -   743,150   -   -   743,150 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Foreign currency translation adjustment  -   -   -   -   -   (874)  -   (874)
Net income (loss)  -   -   -   -   -   -   (43,244,849)  (43,244,849)
Balance, September 30, 2021  252,192  $252   2,987,397,303  $2,987,397  $102,689,743  $(20,739) $(80,920,132) $24,736,521 
                                 
                 Accumulated       
              Additional  Other       
  Preferred stock  Common stock  Paid in  Comprehensive  Accumulated    
  Shares  Amount  Shares  Amount  Capital  Income (Loss)  Deficit  Total 
                         
Balance, December 31, 2021  252,192  $252   2,904,210,762  $2,904,211  $101,883,573  $(23,000) $(75,825,195) $28,939,841 
Common stock issued for services and other stock based compensation  -   -   -   -   255,163   -   -   255,163 
Common stock repurchased from related parties  -   -   (43,101,939)  (43,102)  (1,680,906)  -   -   (1,724,008)
Common stock cancelled  -   -   (150,000,000)  (150,000)  150,000   -   -   - 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Foreign currency translation adjustment  -   -   -   -   -   380   -   380 
Net income (loss)  -   -   -   -   -   -   2,379,029   2,379,029 
Balance, March 31, 2022  252,192  $252   2,711,108,823  $2,711,109  $100,607,830  $(22,620) $(73,651,001) $29,645,570 
                                 
Balance, December 31, 2022  252,192  $252   2,636,275,489  $2,636,275  $104,350,746  $(23,218) $(89,589,479) $17,374,576 
Beginning balance  252,192  $252   2,636,275,489  $2,636,275  $104,350,746  $(23,218) $(89,589,479) $17,374,576 
Common stock issued for services and other stock based compensation  -   -   -   -   768,613   -   -   768,613 
Warrant Exercise  -   -   230   -   23   -   -   23 
Derivative liability extinguished with warrant exercise  -   -   -   -   3   -   -   3 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Net income (loss)  -   -   -   -   -   -   407,894   407,894 
Balance, March 31, 2023  252,192  $252   2,636,275,719  $2,636,275  $105,119,385  $(23,218) $(89,386,420) $18,346,274 
Ending balance  252,192  $252   2,636,275,719  $2,636,275  $105,119,385  $(23,218) $(89,386,420) $18,346,274 

 

Balance, December 31, 2021  252,192  $252   2,904,210,762  $2,904,211  $101,883,573  $(23,000) $(75,825,195) $28,939,841 
Common stock issued for services and other stock based compensation  -   -   -   -   255,163   -   -   255,163 
Common stock repurchased from related parties  -   -   (43,101,939)  (43,102)  (1,680,906)  -   -   (1,724,008)
Common stock cancelled  -   -   (150,000,000)  (150,000)  150,000   -   -   - 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Foreign currency translation adjustment  -   -   -   -   -   380   -   380 
Net income (loss)  -   -   -   -   -   -   2,379,029   2,379,029 
Balance, March 31, 2022  252,192   252   2,711,108,823   2,711,109   100,607,830   (22,620)  (73,651,001)  29,645,570 
Common stock issued for services and other stock based compensation  -   -   -   -   242,024   -   -   242,024 
Common stock cancelled  -   -   (69,833,334)  (69,834)  69,834   -   -   - 
Contribution of crypto currency from related party  -   -   -   -   1,185,821   -   -   1,185,821 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Foreign currency translation adjustment  -   -   -   -   -   (598)  -   (598)
Net income (loss)  -   -   -   -   -   -   (99,708)  (99,708)
Balance, June 30, 2022  252,192  $252   2,641,275,489  $2,641,275  $102,105,509  $(23,218) $(73,955,544) $30,768,274 
Common stock issued for services and other stock based compensation  -   -   -   -   1,274,615   -   -   1,274,615 
Common stock issued for services and compensation  -   -   -   -   1,274,615   -   -   1,274,615 
Dividends  -   -   -   -   -   -   (204,835)  (204,835)
Net income (loss)  -       -   -   -   -   (420,679)  (420,679)
Balance, September 30, 2022  252,192  $252   2,641,275,489  $2,641,275  $103,380,124  $(23,218) $(74,581,058) $31,417,375 

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

 

5

INVESTVIEW INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

                
 Nine Months Ended September 30,  Three Months Ended March 31, 
 2022 2021  2023 2022 
CASH FLOWS FROM OPERATING ACTIVITIES:                
Net income (loss) $1,858,642  $(29,530,630) $407,894  $2,379,029 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:                
Depreciation  4,251,122   2,111,333   971,526   909,955 
Amortization of debt discount  1,643,726   1,165,663   83,285   1,474,380 
Amortization of intangible assets  -   27,989 
Stock issued for services and other stock based compensation  1,771,802   1,943,331   768,613   255,163 
Lease cost, net of repayment  (23,419)  8,742   22,461   (8,001)
(Gain) loss on asset acquisition  -   27,439 
(Gain) loss on debt extinguishment  (455)  (433,152)
(Gain) loss on Class B Units of subsidiary issued to a related party for asset acquisition  -   51,619,440 
(Gain) loss on disposal of fixed assets  (389,550)  -   20,270   (24,300)
(Gain) loss on fair value of derivative liability  (40,155)  (98,928)  (8,756)  23,843 
Realized (gain) loss on cryptocurrency  1,338,597   (892,266)  (242,572)  182,789 
Impairment expense  7,008   674,671 
Changes in operating assets and liabilities:                
Receivables  (68,826)  (2,616,986)  (348,609)  126,087 
Inventory  (371,796)  -   51,445   (55,570)
Prepaid assets  (164,124)  598,126   (656,129)  (30,216)
Short-term advances  -   145,000 
Short-term advances from related parties  -   500 
Income tax paid in advance  (611,584)  -   85,062   - 
Other current assets  (2,907,972)  (9,494,056)  (26,359)  (933,540)
Deposits  -   (465,110)  (2,194,987)  - 
Accounts payable and accrued liabilities  1,320,583   1,727,602   (150,720)  (655,087)
Income tax payable  (807,827)  -   10,000   (1,311)
Customer advance  66,368   870,168   (36,221)  173,731 
Deferred revenue  (1,242,000)  1,850,394   615,062   5,055 
Deferred tax liability  994,308   -   -   - 
Accrued interest  14,024   17,803   4,623   4,623 
Accrued interest, related parties  696,002   731,893   225,459   245,085 
Net cash provided by (used in) operating activities  7,334,474   19,988,966   (398,653)  4,071,715 
                
CASH FLOWS FROM INVESTING ACTIVITIES:                
Cash received for the disposal of fixed assets  1,044,492   -   -   28,305 
Cash paid for fixed assets  (15,265,360)  (1,471,487)  (617,760)  (6,016,210)
Net cash provided by (used in) investing activities  (14,220,868)  (1,471,487)  (617,760)  (5,987,905)
                
CASH FLOWS FROM FINANCING ACTIVITIES:                
Proceeds from related party payables  -   1,000,000 
Repayments for related party payables  (2,718,142)  (1,107,819)
Repayments for related party debt  (225,129)  (2,267,885)
Repayments for debt  (729,016)  (919,703)  (240,564)  (269,362)
Payments for share repurchase  (1,724,008)  -   -   (1,724,008)
Dividends paid  (470,563)  (258,215)  (160,557)  (156,821)
Proceeds from the sale of preferred stock  -   3,640,550 
Proceeds from the exercise of warrants  -   8,264   23   - 
Net cash provided by (used in) financing activities  (5,641,729)  2,363,077   (626,227)  (4,418,076)
                
Effect of exchange rate translation on cash  (218)  (1,409)  -   380 
                
Net increase (decrease) in cash, cash equivalents, and restricted cash  (12,528,341)  20,879,147   (1,642,640)  (6,333,886)
Cash, cash equivalents, and restricted cash - beginning of period  32,616,906   1,554,449   21,488,898   32,616,906 
Cash, cash equivalents, and restricted cash - end of period $20,088,565  $22,433,596  $19,846,258  $26,283,020 
                
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:                
Cash paid during the period for:                
Interest $828,142  $673,818  $232,440  $337,884 
Income taxes $1,429,411  $146,950  $-  $7,311 
Non-cash investing and financing activities:                
Cancellation of shares $219,834  $255,000  $-  $150,000 
Beneficial conversion feature $-  $1,550,000 
Shares forfeited $-  $6,667 
Derivative liability recorded for warrants issued $-  $208,460 
Derivative liability extinguished with warrant exercise $-  $12,285  $3  $- 
Preferred shares issued in exchange for cryptocurrency $-  $39,950 
Preferred shares issued in exchange for debt $-  $1,235,450 
Dividends declared $614,505  $534,176  $204,835  $204,835 
Dividends paid with cryptocurrency $129,817  $124,738  $46,585  $36,735 
Debt extinguished in exchange for cryptocurrency $1,487,797  $3,019,609  $495,784  $495,518 
Related party debt extinguished in exchange for cryptocurrency $-  $113,000 
Fixed asset acquired with cryptocurrency $259,916  $1,289,789 
Initial right of use asset and lease liability $-  $196,608 
Net assets acquired for noncontrolling interest in subsidiary $-  $125,522 
Contributed capital $-  $743,150 
Class B units of subsidiary issued to a related party for asset acquisition $-  $7,240,000 
Transfer of fixed assets to inventory $567,522  $- 
Contribution of crypto currency from related party $1,185,821  $- 

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

6

 

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022MARCH 31, 2023

(Unaudited)

 

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

 

Organization

 

Investview, Inc. was incorporated on January 30, 1946, under the laws of the state of Utah as the Uintah Mountain Copper Mining Company. In January 2005, we changed domicile to Nevada and changed our name to Voxpath Holding, Inc. In September of 2006, we merged with The Retirement Solution Inc. and then changed our name to TheRetirementSolution.Com, Inc. Subsequently, in October 2008 we changed our name to Global Investor Services, Inc., before changing our name to Investview, Inc., on March 27, 2012.

 

Effective April 1, 2017, we closed on a Contribution Agreement with the members of Wealth Generators, LLC, a limited liability company (“Wealth Generators”), pursuant to which the Wealth Generators members contributed 100% of the outstanding securities of Wealth Generators in exchange for an aggregate of 1,358,670,942 shares of our common stock. Following this transaction, Wealth Generators became our wholly owned subsidiary, and the former members of Wealth Generators became our stockholders and controlled the majority of our outstanding common stock.

 

On June 6, 2017, we entered into an Acquisition Agreement with Market Trend Strategies, LLC, a company whose members are also former members of our management. Under the Acquisition Agreement, we spun-off our operations that existed prior to the merger with Wealth Generators and sold the intangible assets used in those pre-merger operations in exchange for Market Trend Strategies’ assumption of $419,139 in pre-merger liabilities.

 

On February 28, 2018, we filed a name change for Wealth Generators, LLC to Kuvera, LLC (“Kuvera”).

 

On January 17, 2019, we renamed our non-operating wholly owned subsidiary WealthGen Global, LLC to SAFETek, LLC, a Utah limited liability company.

 

On January 11, 2021, we filed a name change for Kuvera, LLC to iGenius, LLC (“iGenius”) and on February 2, 2021, we filed a name change for Kuvera (N.I.) Limited to iGenius Global LTD.

 

On September 20, 2021, the Board of Directors approved a change in our fiscal year from March 31 to December 31.

 

Nature of Business

 

We operate a financial technology (FinTech) services company in several different businesses. We deliver multiple products and services through a direct selling network, also known as multi-level marketing, of independent distributors that offer our products and services through a subscription-based revenue model to our distributors, as well as by our distributors to a large base of customers that we refer to as “members”. Through this business, we provide research, education, and investment tools designed to assist the self-directed investor in successfully navigating the financial markets. These services include research and education regarding equities, options, FOREX, ETFs, binary options, and cryptocurrency. In addition to trading research and education, we also offer software applications to assist the individual in debt reduction, increased savings, budgeting, and proper tax management. Each product subscription includes a core set of trading tools and research along with the personal finance management suite to provide an individual with complete access to the information necessary to cultivate and manage his or her financial situation. In addition to our education subscriptions, through a distribution arrangement we have with a third party, we have provided our members with an opportunity to purchase through such third party, a specialty form of adaptive digital currency called “ndau”. Through our direct selling model, we compensate our distributors with commissions under a standard bonus plan that allows for discretionary bonuses based on performance.

7

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

We also operate a blockchain technology business that provides leading-edge research, development, and FinTech services involving the management of digital asset technologies with a focus on Bitcoin mining and the new generation of digital assets. As well,We currently own and manage nearly 5,000 next-generation Bitcoin application-specific integrated circuit (“ASIC”) miner machines, with over 99% of such machines being powered by renewable energy sources, mainly hydropower plants and geothermal. We are also developing new and more efficient ways to mine cryptocurrencies through innovations in orderhardware, firmware, and additional ways to develop and utilize renewable energy sources, to increase the hash rate, uptime, profitability, and overall ROI of our crypto currency mining operations.

Since 2021, we have attempted to develop a brokerage and financial markets business. This was originally designed to, among other things, commercialize on the proprietary trading platform we recently acquired in September 2021 from MPower Trading Systems, LLC (“MPower”), to take advantage of the market’s increasing acceptance and expansion of the ownership and use of digital currencies as an investable asset class, subject to applicable regulatory limitations, and to proactively respond to increasing regulatory scrutiny relative to cryptocurrency products, we have adopted a growth plan that contemplates the establishment of a suite of financial service business that would offer, among others, self-directed brokerage services, institutional trade execution services, innovative advisory services (RIA, CTA), and codeless algorithmic trading technologies. It was our expectation to develop these businesses over time, starting with the acquisition of a broker-dealer that could serve as a platform for growth.products. Towards that end, in March 2021, we entered into an agreementagreed to acquire a brokerage firm fromowned by an affiliate of theour former Chief Executive Officer of the Company.chief executive officer. However, having been unable to secure the requisite FINRA approval by the expiration of that agreement, we terminated the transaction on June 14, 2022, and commenced ahave since then continued our search for alternative acquisitions within the brokerage industry. Further, until we are able to start this business, we recently elected to winddown the registration of a dormant investment advisor and commodity trading advisor we own as we concluded there to be no material benefit to retaining an interest in these regulated businesses until we are able to launch our broader-based financial services model.

7

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of PresentationAccounting

Our policy is to prepare our financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. Prior to September 20, 2021, we operated the Company on a March 31 fiscal year end. Effective September 30, 2021, we changed our fiscal year to December 31.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations (Regulation S-X) of the Securities and Exchange Commission (the “SEC”) and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the ninethree months ended September 30, 2022,March 31, 2023, are not necessarily indicative of the operating results that may be expected for the filing of our December 31, 20222023 Form 10-K. These unaudited condensed consolidated financial statements should be read in conjunction with the audited December 31, 20212022 consolidated financial statements and notes thereto included in our Annual Report on Form 10-KT for the nine months ended December 31, 2021.10-K.

Principles of Consolidation

 

The consolidated financial statements include the accounts of Investview, Inc., and our wholly owned subsidiaries: iGenius, LLC (formerly Kuvera, LLC), Kuvera France S.A.S (through its closure date in June of 2021), Apex Tek, LLC (formerly Razor Data, LLC), SAFETek, LLC (formerly WealthGen Global, LLC), S.A.F.E. Management, LLC, United Games, LLC, United League, LLC, Investment Tools & Training, LLC, iGenius Global LTD (formerly Kuvera (N.I.) LTD), Investview Financial Group Holdings, LLC, and Investview MTS, LLC.LLC, and MyLife Wellness Company. All intercompany transactions and balances have been eliminated in consolidation.

 

Financial Statement Reclassification

 

Certain account balances from prior periods have been reclassified in these consolidated financial statements to conform to current period classifications.

 

Use of Estimates

 

The preparation of these financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

8

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

Foreign Exchange

 

We have consolidated the accounts of Kuvera France S.A.S. into our consolidated financial statements. The operations of Kuvera France S.A.S. were conducted in France through its closure date in June of 2021 and its functional currency is the Euro. Subsequent to June 2021 we maintained a Euro bank account in France that had minimal transactions. The Euro bank account was closed in April 2022.

 

Prior to June 2021, the financial statements of Kuvera France S.A.S. were prepared using their functional currency and were translated into U.S. dollars (“USD”). Assets and liabilities were translated into USD at the applicable exchange rates at period-end. Stockholders’ equity was translated using historical exchange rates. Revenue and expenses were translated at the average exchange rates for the period. Any translation adjustments were included as foreign currency translation adjustments in accumulated other comprehensive income in our stockholders’ equity (deficit).

 

8

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

Subsequent to June 2021 and prior to the closure of the Euro bank account in April 2022, we translated all transactions in our Euro bank account into USD and translated the ending bank balance into USD at the applicable exchange rate at period-end.

 

The following rates were used to translate our Euro bank account into USD at the following balance sheet dates.

SCHEDULE OF EXCHANGE RATES

December 31,
2021
Euro to USD1.1371

The following rates were used to translate the accounts of Kuvera France S.A.S. into USD for the following operating periods.

 SCHEDULE OF EXCHANGE RATES

         
  Nine Months Ended September 30, 
  2022  2021 
Euro to USD  1.1118   1.1963 
Three Months Ended
March 31, 2022
Euro to USD1.1219

 

Concentration of Credit Risk

 

Financial instruments that potentially expose us to concentration of credit risk include cash, accounts receivable, and advances. We place our cash and temporary cash investments with credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit of $250,000. As of September 30, 2022March 31, 2023 and December 31, 2021,2022, cash balances that exceeded FDIC limits were $17,850,50316,443,553 and $19,336,35018,202,860, respectively. We have not experienced significant losses relating to these concentrations in the past.

 

Cash Equivalents and Restricted Cash

 

For purposes of reporting cash flows, we consider all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. As of September 30, 2022March 31, 2023 and December 31, 2021,2022, we had no highly liquid debt instruments.

 

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the balance sheet that sum to the total of the same such amounts shown in the statement of cash flows.

 

SCHEDULE OF RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH

        
 September 30,
2022
 December 31,
2021
  March 31,
2023
 December 31,
2022
 
Cash and cash equivalents $19,081,445  $30,995,283  $19,234,285  $20,467,256 
Restricted cash, current  819,338   819,338   611,973   781,537 
Restricted cash, long term  187,782   802,285   -   240,105 
Total cash, cash equivalents, and restricted cash shown on the statement of cash flows $20,088,565  $32,616,906  $19,846,258  $21,488,898 

 

Amount included in restricted cash represent funds required to be held in an escrow account by a contractual agreement and will be used for paying dividends to our Series B Preferred Stockholders.

 

Receivables

 

Receivables are carried at net realizable value, representing the outstanding balance less an allowance for doubtful accounts based on a review of all outstanding amounts. Management determines the allowance for doubtful accounts by regularly evaluating individual receivables and receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. We had an allowance for doubtful accounts of $722,324 and $719,342 as of September 30, 2022March 31, 2023 and December 31, 2021,2022, respectively. A portion of our Receivables balance is for amounts held in reserve by our merchant processors for future returns and chargebacks. The amount held in reserve was $875,900 and $775,000 as of March 31, 2023 and December 31, 2022, respectively.

 

9

 

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

AS OF SEPTEMBER 30, 2022

(Unaudited)

Fixed Assets

 

Fixed assets are stated at cost and depreciated using the straight-line method over their estimated useful lives. When retired or otherwise disposed, the carrying value and accumulated depreciation of the fixed asset 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.

 

Fixed assets were made up of the following at each balance sheet date:

 

SCHEDULE OF FIXED ASSETS

 Estimated Useful Life
(years)
 September 30,
2022
 December 31,
2021
  Estimated Useful Life
(years)
 March 31,
2023
 December 31,
2022
 
Furniture, fixtures, and equipment 10 $76,717  $82,942   10  $76,716  $76,716 
Computer equipment 3  13,560   15,241   3   12,869   12,869 
Leasehold improvements Remaining Lease Term  40,528   40,528   Remaining Lease Term   40,528   40,528 
Data processing equipment 3  23,658,549   10,638,619   3   13,805,072   13,187,312 
Construction in progress N/A  -   391,583 
Mining repair tools and equipment 1  13,627   -   1   13,627   13,627 
Property, plant and equipment, gross    23,802,981   11,168,913 
     13,948,812   13,331,052 
Accumulated depreciation    (7,075,422)  (4,486,036)     (5,794,304)  (4,822,778)
Net book value   $16,727,559  $6,682,877     $8,154,508  $8,508,274 

 

Total depreciation expense for the ninethree months ended September 30,March 31, 2023 and 2022, and 2021, was $4,251,122971,526 and $2,111,333909,955, respectively. During the nine months ended September 30, 2022 we sold assets with a total net book valuerespectively, all of $654,942 for cashwhich was recorded in our general and administrative expenses on our statement of $1,044,492, therefore recognized a gain on disposal of assets of $389,550. During the nine months ended September 30, 2022 we disposed assets with a total net book value of $7,008, therefore recognized impairment expense of $7,008.operation.

 

Long-Lived Assets – Intangible Assets & License Agreement

 

We account for our cryptocurrencies and intangible assets and long-term license agreement in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 350-30, General Intangibles Other Than Goodwill, and ASC Subtopic 360-10-05, Accounting for the Impairment or Disposal of Long-Lived Assets. ASC Subtopic 350-30 requires assets to be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measurable. Our cryptocurrencies are deemed to have an indefinite useful life; therefore, amounts are not amortized, but rather are assessed for impairment as further discussed in our impairment policy. Under ASC Subtopic 350-30 any intangible asset with a useful life is required to be amortized over that life and the useful life is to be evaluated every reporting period to determine whether events or circumstances warrant a revision to the remaining period of amortization. If the estimate of useful life is changed the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. Costs of internally developing, maintaining, or restoring intangible assets are recognized as an expense when incurred.

 

We hold cryptocurrency-denominated assets and include them in our consolidated balance sheet as other assets. The value of our cryptocurrencies as of September 30, 2022March, 31 2023 and December 31, 20212022 were $3,018,7592,200,658 ($2,872,5892,079,548 current and $146,170121,110 restricted long term) and $2,141,0932,474,096 ($2,018,3242,360,957 current and $122,769113,139 restricted long term), respectively. Cryptocurrencies purchased or received for payment from customers are recorded in accordance with ASC 350-30 and cryptocurrencies awarded to the Company through its mining activities ($9,412,7512,070,819 and $25,047,6803,576,973 for the ninethree months ended September 30,March, 31 2023 and 2022, and 2021, respectively) are accounted for in connection with the Company’s revenue recognition policy. The use of cryptocurrencies is accounted for in accordance with the first in first out method of accounting. For the ninethree months ended September 30,March, 31 2023 and 2022 and 2021 we recorded realized gains (losses) on our cryptocurrency transactions of $242,572 and $(1,338,597182,789) and $892,266, respectively.

In June of 2018 we purchased United Games, LLC and United League, LLC and recorded the transaction as a business combination. Intangible assets acquired in the business combination were recorded at fair value on the date of acquisition and were being amortized on a straight-line method over their estimated useful lives. The intangible assets were impaired during the year ended March 31, 2021, due to a lack of recoverability.

10

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

 

On March 22, 2021, we entered into a Securities Purchase Agreement to acquire the operating assets and intellectual property rights of MPower Trading Systems LLC, a company controlled and partially owned by David B. Rothrock and James R. Bell, two of our board members (see NOTE 12). On September 3, 2021, we closed on the Securities Purchase Agreement and acquired the operating assets and intellectual property rights of MPower.members. As a result, we obtained Prodigio, a proprietary software-based trading platform with applications within the brokerage industry, which was valued at $7,240,000 and recorded on our balance sheet as an intangible asset.asset as of December 31, 2021. The intangible asset willwas expected to have a definite life, however, as ofduring the date of this filingyear ended December 31, 2022 the software hashad not yet been placed in service, therefore a useful life had not yet been determinedassigned and no amortization had been recorded. Instead, as of December 31, 2022, the intangible asset was recorded duringconservatively impaired due to a question on the nine months ended September 30, 2022.recoverability of the value recorded.

10

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

Impairment of Long-Lived Assets

 

We have adopted ASC Subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable or when the historical cost carrying value of an asset may no longer be appropriate. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period.

 

We evaluate the recoverability of long-lived assets based upon future net cash flows expected to result from the asset, including eventual disposition. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted and an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value.

During the ninethree months ended September 30,March 31, 2023 and March 31, 2022 we impaired our fixed assets with a cost basis of $15,772 due to the lack of use. We had recorded accumulated depreciation and accumulated amortization of $8,764 for the impaired assets through the date ofno impairment therefore we recorded impairment expense of $7,008 during the nine months ended September 30, 2022.

During the nine months ended September 30, 2021 we impaired our intangible assets with a cost basis of $991,000 due to the lack of recoverability. In addition, we impaired computer equipment with a cost basis of $14,661 and we impaired data processing equipment with a cost basis of $392,500 due to disposals. We had recorded accumulated depreciation and accumulated amortization of $723,490 for the impaired assets through the date of impairment, therefore we recorded impairment expense of $674,671 during the nine months ended September 30, 2021.was recorded.

 

Fair Value of Financial Instruments

 

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on our principal or, in the absence of a principal, most advantageous market for the specific asset or liability.

 

U.S. generally accepted accounting principles provide for a three-level hierarchy of inputs to valuation techniques used to measure fair value, defined as follows:

 

 Level 1:Inputs that are quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity can access.

 Level 2:Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability, including:

 

-quoted prices for similar assets or liabilities in active markets;
-quoted prices for identical or similar assets or liabilities in markets that are not active;
-inputs other than quoted prices that are observable for the asset or liability; and
-inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

 Level 3:Inputs that are unobservable and reflect management’s own assumptions about the inputs market participants would use in pricing the asset or liability based on the best information available in the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows).

 

Our financial instruments consist of cash, accounts receivable and accounts payable, and debt. We have determined that the book value of our outstanding financial instruments as of September 30, 2022March 31, 2023 and December 31, 2021,2022, approximates the fair value due to their short-term nature or interest rates that approximate prevailing market rates.

11

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

 

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of September 30, 2022:March 31, 2023:

SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS

                
 Level 1 Level 2 Level 3 Total  Level 1 Level 2 Level 3 Total 
Total Assets $-  $-  $-  $-  $-  $-  $-  $- 
                                
Derivative liability $-  $-  $29,216  $29,216  $-  $-  $15,667  $15,667 
Total Liabilities $-  $-  $29,216  $29,216  $-  $-  $15,667  $15,667 

 

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of December 31, 2021:2022:

 

                
 Level 1 Level 2 Level 3 Total  Level 1 Level 2 Level 3 Total 
Total Assets $-  $-  $-  $-  $-  $-  $-  $- 
                                
Derivative liability $-  $-  $69,371  $69,371  $-  $-  $24,426  $24,426 
Total Liabilities $-  $-  $69,371  $69,371  $-  $-  $24,426  $24,426 

11

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

Revenue Recognition

Subscription Revenue

Most of our revenue is generated by subscription sales and payment is received at the time of purchase. We recognize subscription revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to provide services over a fixed subscription period; therefore, we recognize revenue ratably over the subscription period and deferred revenue is recorded for the portion of the subscription period subsequent to each reporting date. Additionally, we offer a designated trial period to first time subscription customers, during which a full refund can be requested if a customer does not wish to continue with the subscription. Revenues are deferred during the trial period as collection is not probable until that time has passed. Revenues are presented net of refunds, sales incentives, credits, and known and estimated credit card chargebacks. As of September 30, 2022March 31, 2023 and December 31, 20212022, our deferred revenues were $2,046,4432,689,636 and $3,288,4432,074,574, respectively.

Mining Revenue

Through our wholly owned subsidiary, SAFETek, LLC, we leased equipment under a sale-leaseback arrangement. However, insales-type lease through June of 2020. In June of 2020 we cancelled all leases and purchased all of the rights and obligations under thesethe leases, which included obtaining ownership of all equipment. We use the equipment on blockchain networks to validate and add blocks of transactions to blockchain ledgers (commonly referred to as “mining”). As compensation for our mining, activities, we are issued fees from processors and/or block rewards that are newly created cryptocurrency units granted to us. Our mining activities constitute the principalour ongoing major and central operations of SAFETek, LLC. Because we do not have contracts, nor do we have customers associated with our mining revenue, we recognize revenue when fees and/or rewards are settled, or ultimately granted to us as a result of our mining activities.

 

Cryptocurrency Revenue

 

We generate revenue from the sale of cryptocurrency packages to our customers through an arrangement with a third-party supplier with whom our Chairman is affiliated (see Note 5-Related Party Transactions).suppliers. The various packages includeincluded different amounts of coin with differing rates of returns and terms and, in some cases prior to January 2022, included a product protection option that allowsallowed the purchaser to protect their initial purchase price. The protection allowed the purchaser to obtain 50% of their purchase price at five years or 100% of their purchase price at ten years. Both the coin and the protection options areoption were delivered by third-party suppliers. In January 2022,During the fourth calendar quarter of 2021 we suspended any further offering of the product protection optionprogram in connection with the sale of ndau after the third-party provider of that protection package was unable to comply with our standard vendor compliance protocols, citing certain offshore confidentiality entitlements. That suspension will remainhas remained in place untilas we are ablehave been unable to further validate the continued integrity of the product protection program and the vendor’s ability to honor its commitments to our members.

12

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

 

We recognize cryptocurrency revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to arrange for the third-parties to provide coin and protection (if applicable) to our customers and payment is received from our customers at the time of order placement. All customers are given two weeks to request a refund, therefore we record a customer advance on our balance sheet upon receipt of payment. After the two weeks have passed from order placement, we request our third-party supplier to deliver coin and protection (if applicable), at which time we recognize revenue and the amounts due to our supplier on our books. As of September 30, 2022March 31, 2023 and December 31, 20212022, our customer advances related to cryptocurrency revenue were $142,07060,388 and $75,70296,609, respectively.

 

Fee Revenue

We generate minimal fee revenue from our customers through SAFE Management, our subsidiary licensed as a Registered Investment Advisor and Commodities Trading Advisor. We recognize fee revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to deliver fully managed trading services to individuals who do not meet the requirements of Qualified Investors and who lack the time to trade for themselves. We recognize fee revenue as our performance obligation is met and we receive payment for such advisory fees in the month following recognition. However, since these businesses were largely dormant, during 2022, we elected to winddown and withdraw the SAFE Management state and NFA registrations, as we concluded there to be no material benefit to retaining an interest in these regulated businesses until we are able to launch our broader-based financial services model.

MinerMining Equipment Repair Revenue

 

Through our wholly owned subsidiary, SAFETek, LLC, we repair broken mining equipment for sale to third-party customers. We recognize miner repair revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to deliver the promised goods to our customers.

12

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

Digital Wallet Revenue

We generate revenue from the sale of digital wallets to our customers through an arrangement with a third-party supplier. We offer three tiers of wallets which include different features. The digital wallets are delivered by a third-party supplier. The sale of digital wallets to our customers was discontinued during the year ended December 31, 2022.

We recognize digital wallet revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to arrange for the third-parties to provide the wallet to our customers and payment is received from our customers at the time of order placement.

Revenue generated for the ninethree months ended September 30, 2022, isMarch, 31 2023, was as follows:

 

SCHEDULE OF REVENUE GENERATED

                    
 Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner
Repair
Revenue
 Digital
Wallet
Revenue
 Total  Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner Repair
Revenue
 Total 
Gross billings/receipts $39,087,141  $2,548,316  $9,412,751  $123,621  $7,157  $51,178,986  $12,152,522  $559,300  $2,070,819  $23,378  $14,806,019 
Refunds, incentives, credits, and chargebacks  (2,428,351)  -   -   -   -   (2,428,351)  (960,411)  -   -   -   (960,411)
Amounts paid to providers  -   (1,239,507)  -   -   (1,289)  (1,240,796)  -   (279,000)  -   -   (279,000)
Net revenue $36,658,790  $1,308,809  $9,412,751  $123,621  $5,868  $47,509,839  $11,192,111  $280,300  $2,070,819  $23,378  $13,566,608 

 

For the ninethree months ended September 30, 2022,March 31, 2023, foreign and domestic revenues were approximately $32.29.7 million and $15.3 million, respectively.

Revenue generated for the nine months ended September 30, 2021, is as follows:

  Subscription
Revenue
  Cryptocurrency
Revenue
  Mining
Revenue
  Fee
Revenue
  Total 
Gross billings/receipts $34,843,588  $20,082,329  $25,047,680  $2,032  $79,975,629 
Refunds, incentives, credits, and chargebacks  (2,009,960)  -   -   -   (2,009,960)
Amounts paid to providers  -   (11,914,034)  -   -   (11,914,034)
Net revenue $32,833,628  $8,168,295  $25,047,680  $2,032  $66,051,635 

13

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

For the nine months ended September 30, 2021 foreign and domestic revenues were approximately $33.1 million and $33.03.9 million, respectively.

 

Revenue generated for the three months ended September 30,March 31, 2022, iswas as follows:

 

                
 Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner
Repair
Revenue
 Digital
Wallet
Revenue
 Total  Subscription
Revenue
 Cryptocurrency Revenue Mining Revenue Total 
Gross billings/receipts $12,638,375  $673,933  $2,777,634  $43,511  $-  $16,133,453  $14,693,972  $838,422  $3,576,973  $19,109,367 
Refunds, incentives, credits, and chargebacks  (814,794)  -   -   -   -   (814,794)  (963,302)  -   -   (963,302)
Amounts paid to providers  -   (322,500)  -   -   -   (322,500)  -   (398,006)  -   (398,006)
Net revenue $11,823,581  $351,433  $2,777,634  $43,511  $-  $14,996,159  $13,730,670  $440,416  $3,576,973  $17,748,059 

 

For the three months ended September 30,March 31, 2022 foreign and domestic revenues were approximately $10.312.0 million and $4.75.7 million, respectively.

Revenue generated for the three months ended September 30, 2021, is as follows:

  Subscription
Revenue
  Cryptocurrency
Revenue
  Mining
Revenue
  Fee
Revenue
  Total 
Gross billings/receipts $14,904,004  $2,329,566  $8,338,759  $-  $25,572,329 
Refunds, incentives, credits, and chargebacks  (869,790)  -   -   -   (869,790)
Amounts paid to providers  -   (1,331,439)  -   -   (1,331,439)
Net revenue $14,034,214  $998,127  $8,338,759  $-  $23,371,100 

For the three months ended September 30, 2021 foreign and domestic revenues were approximately $13.6 million and $9.8 million, respectively.

Advertising, Selling, and Marketing Costs

 

We expense advertising, selling, and marketing costs as incurred. Advertising, selling, and marketing costs include costs of promoting our product worldwide, including promotional events. Advertising, selling, and marketing expenses for the ninethree months ended September 30,March 31, 2023 and 2022, and 2021, totaled $53,139252,434 and $93,98411,754, respectively.

 

Cost of Sales and Service

 

Included in our costs of sales and services are amounts paid to our trading and market experts that provide financial education content and tools to our subscription customers, hosting and energy fees that we pay to vendors to set up our mining equipment at third-party sites in order to generate mining revenue, and the costs associated with our miner repair revenue. Costs of sales and services for the ninethree months ended September 30,March, 31 2023 and 2022, and 2021, totaled $5,873,2141,877,928 and $7,186,1491,830,341, respectively.

13

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

Inventory

 

Inventory consists of raw materials and work in processfinished goods to be sold as part of our miner repair revenue.revenue and materials that were purchased for refurbishment but will be sold as purchased due to the Company winding down the refurbishment and sale of repaired miners. Inventory is valued at the lower of cost or net realizable value using the first-in, first-out (FIFO) method and is inclusive of any shipping and tax costs. During the three months ended March 31, 2023 we sold $50,000 of materials for $30,000. Therefore, we recognized a loss on disposal on assets of $20,000. As of March 31, 2023 and December 31, 2022 the net realizable value of our inventory was $177,765 and $249,480, respectively.

 

Inventory was made up of the following at each balance sheet date:

SCHEDULE OF INVENTORY

  September 30,
2022
  December 31,
2021
 
Raw materials $448,056  $            - 
Work in process  83,222   - 
Finished goods  408,040   - 
Total inventory $939,318  $- 

14

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

Income Taxes

 

Income taxes are recorded in accordance with ASC Topic 740, Income Taxes, which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities, including operating losses and credit carryforwards, using enacted tax rates in effect for the year in which the differences are expected to reverse.

 

Management judgment is required in determining our provision for income taxes, our deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. Deferred tax assets are reduced by a valuation allowance if, based on the consideration of all available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Changes in assumptions in future periods may require we adjust our valuation allowance, which could materially impact our financial position and results of operations. The companyCompany recognizes the benefit of an uncertain tax position that it has taken or expects to take on its income tax return, if such a position is more likely than not to be sustained.

 

Net Income (Loss) per Share

 

We follow ASC subtopic 260-10, Earnings per Share (“ASC 260-10”), which specifies the computation, presentation, and disclosure requirements of earnings per share information. Basic income (loss) per share has been calculated based upon the weighted average number of common shares outstanding. Diluted income (loss) per share reflects the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted during the period. Dilutive securities having an anti-dilutive effect on diluted earnings per share are excluded from the calculation.

 

Due to the net loss for the three months ended September 30, 2022, and the three and nine months ended September 30, 2021, potentially dilutive securities excluded from the computation of diluted net loss per share are as follows:

SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE

  Three months ended  Three months ended  Nine months ended 
 September 30, 2022  September 30, 2021  September 30, 2021 
Warrants to purchase common stock  -   439,266   177,567 
Notes convertible into common stock  471,428,571   577,162,620   543,803,307 
Class B Redeemable Units of Investview Financial Group Holdings, LLC  565,000,000   171,956,522   57,948,718 
Totals  1,036,428,571   749,558,408   601,929,592 

The following table illustrates the computation of diluted earnings per share for the ninethree months ended September 30,March 31, 2023 and 2022.

 

SCHEDULE OF DILUTED EARNINGS PER SHARE BASIC AND DILUTED

        
 September 30, 2022  March 31, 2023 March 31, 2022 
Net income $1,858,642  $407,894   2,379,029 
Less: preferred dividends  (614,505)  (204,835)  (204,835)
Add: interest expense on convertible debt  469,884   225,129   244,755 
Net income available to common shareholders (numerator) $1,714,021  $428,188   2,418,949 
            
Basic weighted average number of common shares outstanding  2,690,146,350   2,636,275,719   2,723,982,285 
Dilutive impact of convertible notes  471,428,571   471,428,571   471,428,571 
Dilutive impact of non-voting membership interest  565,000,000   565,000,000   565,000,000 
Diluted weighted average number of common shares outstanding (denominator)  3,726,574,921   3,672,704,290   3,760,410,856 
            
Diluted income per common share $0.00  $0.00   0.00 

 

1514

 

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022MARCH 31, 2023

(Unaudited)

 

Lease Obligation

 

We determine if an arrangement is a lease at inception. Operating leases are included in the operating lease right-of-use asset account, the operating lease liability, current account, and the operating lease liability, long term account in our balance sheet. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease.

 

Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. For leases in which the rate implicit in the lease is not readily determinable, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We have elected to not apply the recognition requirements of ASC 842 to short-term leases (leases with terms of twelve months or less). Lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease arrangements is recognized on a straight-line basis over the lease term. We have elected the practical expedient and will not separate non-lease components from lease components and will instead account for each separate lease component and non-lease component associated with the lease components as a single lease component.

 

NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS

 

We have noted no recently issued accounting pronouncements that we have not yet adopted that we believe are applicable or would have a material impact on our financial statements.

 

NOTE 4 – LIQUIDITY

 

Our financial statements are prepared using generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business.

 

During the ninethree months ended September 30, 2022March 31, 2023, we reported $7,334,474 in cash provided by operating activities, $6,406,965 ofrecorded a net income from operations of $392,372 and net income of $1,858,642407,894. As of September 30, 2022March 31, 2023 we have unrestricted cash and cash equivalents of $19,081,44519,234,285 and a working capital balance of $14,565,19013,002,652. As of September 30, 2022March 31, 2023 our unrestricted cryptocurrency balance was reported at a cost basis of $2,872,5892,079,548. Management does not believe there are any liquidity issues as of September 30, 2022.March 31, 2023.

 

NOTE 5 – RELATED-PARTY TRANSACTIONS

 

Related Party Debt

Our related-party payables consisted of the following:

SCHEDULE OF RELATED PARTY PAYABLES

  September 30,
2022
  December 31,
2021
 
Convertible Promissory Note entered into on 4/27/20, net of debt discount of $984,967 as of September 30, 2022 [1] $315,033  $239,521 
Convertible Promissory Note entered into on 5/27/20, net of debt discount of $534,560 as of September 30, 2022 [2]  165,240   124,149 
Convertible Promissory Note entered into on 11/9/20, net of debt discount of $1,040,828 as of September 30, 2022 [3]  259,172   198,187 
Promissory note entered into on 12/15/20 [4]  -   80,322 
Convertible Promissory Note entered into on 3/30/21 [5]  -   476,670 
Working Capital Promissory Note entered into on 3/22/21 [6]  1,201,597   1,200,607 
Total related-party debt  1,941,042   2,319,456 
Less: Current portion  (1,201,597)  (1,832,642)
Related-party debt, long term $739,445  $486,814 
         
  March 31,
2023
  December 31,
2022
 
Convertible Promissory Note entered into on 4/27/20, net of debt discount of $920,181 as of March 31, 2023 [1] $379,819  $347,782 
Convertible Promissory Note entered into on 5/27/20, net of debt discount of $499,586 as of March 31, 2023 [2]  200,415   183,020 
Convertible Promissory Note entered into on 11/9/20, net of debt discount of $972,367 as of March 31, 2023 [3]  327,632   293,779 
Working Capital Promissory Note entered into on 3/22/21 [4]  1,202,257   1,201,927 
Total related-party debt  2,110,123   2,026,508 
Less: Current portion  (1,202,257)  (1,201,927)
Related-party debt, long term $907,866  $824,581 

 

[1]On April 27, 2020, we received proceeds of $1,300,000 from DBR Capital, LLC, an entity controlled by our Chairman, and entered into a convertible promissory note. The note is secured by collateral of the Company and its subsidiaries.subsidiaries and certain Company shares pledged by non-affiliated shareholders. The note bears interest at 20% per annum, payable monthly, and the principal is due and payable on April 27, 2030. Per the original terms of the agreement the note was convertible into common stock at a conversion price of $0.01257 per share, which was amended on November 9, 2020 to reduce the conversion price to $0.007 per share. At inception we recorded a beneficial conversion feature and debt discount of $1,300,000. During the ninethree months ended September 30, 2022,March 31, 2023, we recognized $97,18032,037 of the debt discount into interest expense, as well as expensed an additional $195,01265,004 of interest expense on the note, all of which was repaid during the period.

16

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

[2]On May 27, 2020, we received proceeds of $700,000 from DBR Capital, LLC, and entered into a convertible promissory note. The note is secured by collateral of the Company and its subsidiaries.subsidiaries, and certain Company shares pledged by non-affiliated shareholders. The note bears interest at 20% per annum, payable monthly, and the principal is due and payable on April 27, 2030. Per the original terms of the agreement the note was convertible into common stock at a conversion price of $0.01257 per share, which was amended on November 9, 2020 to reduce the conversion price to $0.007 per share. At inception we recorded a beneficial conversion feature and debt discount of $700,000. During the ninethree months ended September 30, 2022,March 31, 2023, we recognized $52,76117,395 of the debt discount into interest expense as well as expensed an additional $105,00335,001 of interest expense on the note, all of which was repaid during the period.

15

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

[3]On November 9, 2020, we received proceeds of $1,300,000 from DBR Capital, LLC, and entered into a convertible promissory note. The note is secured by collateral of the Company and its subsidiaries.subsidiaries, and certain Company shares pledged by non-affiliated shareholders. The note bears interest at 38.5% per annum, made up of a 25% interest rate per annum and a facility fee of 13.5% per annum, payable monthly beginning February 1, 2021, and the principal is due and payable on April 27, 2030.2030. Per the terms of the agreement the note is convertible into common stock at a conversion price of $0.007 per share. At inception we recorded a beneficial conversion feature and debt discount of $1,300,000. During the ninethree months ended September 30, 2022,March 31, 2023, we recognized $102,69133,853 of the debt discount into interest expense as well as expensed an additional $375,372125,124 of interest expense on the note, all of which was repaid during the period.

[4]On December 15, 2020, we received proceeds of $154,000 from Wealth Engineering, an entity controlled by former members of our management team and Board of Directors, and entered into a promissory note for $600,000. The term of the note requires monthly repayments of $20,000 per month for 30 months. At inception we recorded a debt discount of $446,000 representing the difference between the cash received and the total amount to be repaid. During the nine months ended September 30, 2022, we recognized the remaining $259,678 of the debt discount into interest expense and repaid the remaining $340,000 of the debt.

[5]Effective March 30, 2021, we restructured a $1,000,000 promissory note with $200,000 of accrued interest, along with a $350,000 short-term advance, with Joseph Cammarata, our then Chief Executive Officer. The new note had a principal balance of $1,550,000, had a 5% interest rate, and was convertible at $0.02 per share. As a result of the fixed conversion price we recorded a beneficial conversion feature and debt discount of $1,550,000 on March 30, 2021, which was equal to the face value of the note. Effective September 21, 2021, we entered into an amendment to the note to extend the due date to September 30, 2022, allow for partial conversions, and change the conversion price to $0.008 per share. As the terms of the note changed substantially, we accounted for the amendment as an extinguishment and new note. Through September 21, 2021 we recognized $738,904 of the initial debt discount into interest expense, removed $806,849 of the remaining debt discount from the books, recorded a beneficial conversion feature due to the fixed conversion price and a debt discount of $1,550,000, which was equal to the face value of the amended note, and recorded a net $743,151 into additional paid in capital as a gain due to the extinguishment transaction being between related parties and thus a capital transaction. During the nine months ended September 30, 2022, we recognized the remaining $1,131,417 of the $1,550,000 debt discount into interest expense. Also, during the nine months ended September 30, 2022, we expensed $19,626 of interest expense on the debt. During February 2022, we provided 30 days’ notice of our intent to retire and repay the Cammarata Note in cash. Having not timely received a properly executed conversion notice within the proscribed period, and citing certain breaches of Mr. Cammarata’s fiduciary duty to us, as well as damages incurred by us arising from Mr. Cammarata’s legal proceedings, on March 30, 2022, we tendered to Mr. Cammarata cash payment in full for the Cammarata Note. As of the date of this filing, Mr. Cammarata has not yet accepted our tender of the cash payment, and instead has asserted his entitlement to exercise his right to convert the Cammarata Note into our common shares. At September 30, 2022, we canceled the $1.6 million check issued to Mr. Cammarata and recorded the amount due in accrued liabilities.

[6]On March 22, 2021, we entered into Securities Purchase Agreements to purchase 100% of the operating assets of SSA Technologies LLC, an entity that owns and operates a FINRA-registered broker-dealer. SSA is controlled and partially owned by Joseph Cammarata, our former Chief Executive Officer. Commencing upon execution of the agreements and through the closing of the transactions, we agreed to provide certain transition service arrangements to SSA. In connection with the transactions, we entered into a Working Capital Promissory Note with SSA under which SSA was to have advanced to us up to $1,500,000 before the end of 2021; however, SSA has only provided advances of $1,200,000 to date. The note bears interest at the rate of 0.11% per annum therefore we recognized $990 worth of interest expense on the loan during the nine months ended September 30, 2022.annum. The note was due and payable by January 31, 2022; however, has not yet been repaid as we consider our legal options in light of SSA’s failure to complete its funding obligations. During the three months ended March 31, 2023 and 2022, we recorded interest expense of $330 on the note. The note was to have been secured by the pledge of 12,000,000 shares of our common stock; however, it remains unsecured as the pledge of shares was not implemented at the closing of the loan.

 

We expensed interest related to our related-party payables, as follows:

SCHEDULE OF INTEREST EXPENSES RELATED PARTY

         
  Three Months Ended September 30, 2022  Nine Months Ended September 30, 2022 
Wealth Engineering (Mario Romano and Annette Raynor) [1] $-  $259,678 
DBR Capital (David Rothrock) [2]  310,265   928,019 
Joseph Cammarata (former executive officer) [3]  -   1,151,042 
SSA Technologies LLC (Joseph Cammarata, former executive officer) [4]  330   990 
Interest expenses related parties $310,595  $2,339,729 

[1]During the nine months ended September 30, 2022, all expense was from the amortization of debt discount.
[2]During the three and nine months ended September 30, 2022, $85,136 and $252,632 of the expense was from the amortization of debt discount and $225,129 and $675,387 of the expense was from the accrual of interest, respectively. During the three and nine months ended September 30, 2022, we made payments of $225,129 and $750,430 for interest expense, respectively.
[3]During the three and nine months ended September 30, 2022, $0 and $1,131,417 of the expense was from the amortization of debt discount and $0 and $19,626 of the expense was from the accrual of interest, respectively. During the three and nine months ended September 30, 2022, we made payments of $0 and $77,712 for interest expense, respectively.
[4]During the three and nine months ended September 30, 2022, all expense was from the accrual of interest.

Description of otherOther Related Party Arrangements

 

During the ninethree months ended September 30,March 31, 2022, we entered into a Separation and Release Agreement (the “Separation Agreements”) with Mario Romano and Annette Raynor, two of the Company’s founders and former members of management and the Board of Directors, and Wealth Engineering, LLC, an affiliate of Mr. Romano and Ms. Raynor. Under the Separation Agreements, Mr. Romano and Ms. Raynor resigned their positions as officers and directors of the Company effective immediately upon execution of the Separation Agreements as they each transitioned to the roles of strategic advisors to the Company. In conjunction with the Separation Agreements Mr. Romano and Ms. Raynor forfeited 75,000,000 shares each, which were returned to the Company and cancelled, and we repurchased a total of 43,101,939 shares from Mr. Romano and Ms. Raynor in exchange for cash of $1,724,008, which was paid to federal and state taxing authorities on behalf of Wealth Engineering, LLC as payment for the estimated federal and state taxes that Wealth Engineering, LLC may be subject to in connection with the vesting of 63,333,333 Company restricted shares that vested on July 22, 2021 (see NOTE 9).

 

17

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

During the nine months ended September 30, 2022, we recorded 69,833,334 shares as forfeited as a result of 1) our Chief Financial Officer returning 1,300,000 shares to the Company prior to their vesting date and 2) our senior management team and board of directors unanimously agreeing to surrender and terminate an aggregate of 68,533,334 outstanding unvested restricted shares and 218,500,000 ungranted shares in exchange for the issuance of options to purchase 360,416,665 shares (see NOTE 9).

DBR Capital LLC, an affiliate of our Chairman (“DBR Capital”), has been an investor in Oneiro NA, Inc. (“Oneiro”) since 2016, and currently serves as a worldwide marketing and distribution agent for Oneiro. Oneiro has been our third-party supplier of ndau coins. In connection with its affiliation with Oneiro, DBR Capital is entitled to certain performance fees from Oneiro for worldwide sales of ndau introduced by DBR Capital, including purchases by Investview or any affiliates of Investview. The performance fee is determined as a commission on sales, with a floating range between 5% to 10% of sales, on aggregate sales ranging from $1 million to over $40 million. The performance fee is to be paid in ndau coins. During the most recent year ended December 31, 2021, DBR Capital earned a performance fee in connection with sales by Oneiro to Investview of approximately 77,000 ndau coins.

During the nine months ended September 30, 2022, DBR Capital elected to contribute 77,000 ndau coins to us. These coins were valued as of the day of receipt at $1,185,821 and are recorded as an addition to Additional Paid in Capital. The contribution of these coins to the Company by DBR Capital was in recognition of the recent reorganization of the executive management team and Board of Directors of Investview, and to avoid the appearance of any potential conflicts of interest associated with the marketing and distribution arrangement DBR Capital has with Oneiro. DBR Capital further renounced and assigned to the Company for its discretionary use, its rights in and to any further performance fees related to ndau sales by Oneiro to the Company for so long as Mr. Rothrock remains either an executive officer or director of the Company.

The loans referenced in footnotes 1-3 above, were advanced under a Securities Purchase Agreement we entered into on April 27, 2020, with DBR Capital. Under the Securities Purchase Agreement (which was subsequently amended and restated), DBR Capital agreed to advance up to $11 million to us in a series of up to five closings through December 31, 2022, of which the amounts advanced covered in footnotes 1-3 above constituted the first three closings.

On August 12, 2022, we and DBR Capital, entered into a Fourth Amendment to the now Amended and Restated Securities Purchase Agreement that extends the deadlines for the fourth and fifth closings under that Agreement from December 31, 2022, to December 31, 2024. The fourth and fifth closings remain at the sole discretion of DBR Capital and we cannot provide any assurance that they will occur when contemplated or ever.

16

 

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

NOTE 6 – DEBT

 

Our debt consisted of the following:

 

SCHEDULE OF DEBT

 September 30,
2022
 December 31,
2021
  March 31,
2023
 December 31,
2022
 
Loan with the U.S. Small Business Administration dated 4/19/20 [1] $545,822  $531,798  $540,549  $543,237 
Long term notes for APEX lease buyback [2]  8,654,048   10,870,861   7,196,129   7,925,166 
Total debt  9,199,870   11,402,659   7,736,678   8,468,403 
Less: Current portion  (2,909,513)  (2,947,013)  2,938,757   2,938,757 
Debt, long term portion $6,290,357  $8,455,646  $4,797,921  $5,529,646 

 

 

[1]In April 2020 we received proceeds of $500,000 from a loan entered into with the U.S. Small Business Administration. Under the terms of the loan interest is to accrue at a rate of 3.75% per annum and installment payments of $2,437 monthly will begin twelve months from the date of the loan, with all interest and principal due and payable thirty years from the date of the loan. During the ninethree months ended September 30,March 31, 2023 and 2022 we recorded $14,0244,623 and $4,623, respectively, worth of interest on the loan. During the three months ended March 31, 2023 we made principal repayments on the loan of $2,688.

[2]During the year ended March 31, 2021 we entered into notes with third parties for $19,089,500 in exchange for the cancellation of APEX leases previously entered into, which resulted in our purchase of all rights and obligations under the leases. We agreed to settle a portion of the debt during the year ended March 31, 2021, at a discount to the original note terms offered, by making lump sum payments, issuing shares of our common stock, issuing shares of our preferred stock, and issuing cryptocurrency. The remaining notes are all due December 31, 2024 and have a fixed monthly payment that is equal to 75% of the face value of the note, divided by 48 months. The monthly payments began the last day of January 2021 and continue until December 31, 2024 when the last monthly payment will be made, along with a balloon payment equal to 25% of the face value of the note, to extinguish the debt. During the ninethree months ended September 30,March 31, 2023 we repaid a portion of the debt with cash payments of $233,253 and issuances of cryptocurrency valued at $495,784. During the three months ended March 31, 2022 we repaid a portion of the debt with cash payments of $729,016269,362 and issuances of cryptocurrency valued at $1,487,797495,518.

18

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

 

NOTE 7 – DERIVATIVE LIABILITY

 

During the ninethree months ended September 30, 2022,March 31, 2023, we had the following activity in our derivative liability account relating to our warrants:

SCHEDULE OF DERIVATIVE LIABILITY

Derivative liability at December 31, 2021 $69,371 
Derivative liability recorded on new instruments  - 
Derivative liability reduced by warrant exercise (see NOTE 7)  - 
(Gain) loss on fair value  (40,155)
Derivative liability at September 30, 2022 $29,216 
Derivative liability at December 31, 2022 $24,426 
Derivative liability recorded on new instruments  - 
Derivative liability reduced by warrant exercise (see NOTE 9)  (3)
(Gain) loss on fair value  (8,756)
Derivative liability at March 31, 2023 $15,667 

 

We use the binomial option pricing model to estimate fair value for those instruments at inception, at warrant exercise, and at each reporting date. During the ninethree months ended September 30, 2022,March 31, 2023, the assumptions used in our binomial option pricing model were in the following range:

 

SCHEDULE OF ASSUMPTIONS USED IN BINOMINAL OPTION PRICING MODE

Risk free interest rate2.993.81 - 2.994.06%%
Expected life in years  2.842.34 - 3.753.25
Expected volatility150145% - 183154%%

 

NOTE 8 – OPERATING LEASE

 

In August 2019 we entered an operating lease for office space in Eatontown, New Jersey (the “Eatontown Lease”), in September 2019 we entered an operating lease for office space in Kaysville, Utah (the “Kaysville Lease”), in May 2021 we entered an operating lease for office space in Conroe, Texas (the “Conroe Lease”), in July 2021 we entered an operating lease for office space in Wyckoff, New Jersey (the “Wyckoff Lease”), and in September 2021 we acquiredassumed an operating lease for office space in Haverford, Pennsylvania (the “Haverford Lease”) in connection with the MPower acquisition (See NOTE 12).acquisition. This facility will now be used as the headquarters of the Company.

 

At commencement of the Eatontown Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $110,097. We have the option to extend theThe three-year lease term of the Eatontown Lease forwas extended on a periodmonth-to-month basis commencing August 1, 2022 and was terminated in February 2023. of one year. In addition,Under the lease, we arewere obligated to pay twelve monthly installments to cover an annual utility charge of $1.75 per rentable square foot for electric usage within the demised premises. As the lessor has the right to digitally meter and charge us accordingly, these payments were deemed variable and will bewere expensed as incurred. During the nine months ended September 30, 2022 the variable lease costs amounted to $1,940.

At commencement of the Kaysville Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $21,147. On September 30, 2020, the Kaysville Lease expired and as of October 1, 2020, the Company began leasing the property located in Kaysville on a month-to-month basis.

17

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

At commencement of the Conroe Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $174,574. We have the option to extend the 24-month term of the Conroe Lease for three additional terms of 24 months.

 

At commencement of the Wyckoff Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $22,034. The term of the Wyckoff Lease is 24.5 months.

 

At date of acquisition of the Haverford lease, right-of-use assets and lease liabilities obtained amounted to $125,522 and $152,961, respectively. The term of the Haverford lease expires on was extended through December 31, 20222024. At the extension of the Haverford Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $172,042.

 

Operating lease expense was $180,92750,467 for the ninethree months ended September 30, 2022.March 31, 2023. Operating cash flows used for the operating leases during the ninethree months ended September 30, 2022March 31, 2023 was $204,34528,005. As of September 30, 2022,March 31, 2023 the weighted average remaining lease term was 0.621.55 years and the weighted average discount rate was 12%.

 

Future minimum lease payments under non-cancellable leases as of September 30, 2022March 31, 2023 were as follows:

 

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES

        
Remainder of 2022 $58,875 
2023  57,045 
Remainder of 2023 $110,325 
2024  102,900 
Total  115,920   213,225 
Less: Interest  (3,645)  (7,237)
Present value of lease liability  112,275   205,988 
Operating lease liability, current [1]  (112,275)  (131,633)
Operating lease liability, long term $-  $74,355 

 

[1]Represents lease payments to be made in the next 12 months.

 

19

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

NOTE 9 – STOCKHOLDERS’ EQUITY (DEFICIT)

 

Preferred Stock

 

We are authorized to issue up to 50,000,000 shares of preferred stock with a par value of $0.001 and our board of directors has the authority to issue one or more classes of preferred stock with rights senior to those of common stock and to determine the rights, privileges, and preferences of that preferred stock.

 

Our Board of Directors approved the designation of 2,000,000 of the Company’s shares of preferred stock as Series B Cumulative Redeemable Perpetual Preferred Stock (“Series B Preferred Stock”), each with a stated value of $25 per share. Our Series B Preferred Stockholders are entitled to 500 votes per share and are entitled to receive cumulative dividends at the annual rate of 13%13% per annum of the stated value, equal to $3.25 per annum per share. The Series B Preferred Stock is redeemable at our option or upon certain change of control events.

 

During the year ended March 31, 2021, we commenced a security offering to sell a total of 2,000,000 units at $25 per unit (“Unit Offering”), such that each unit consisted of: (i) one share of our newly authorized Series B Preferred Stock and (ii) five warrants each exercisable to purchase one share of common stock at an exercise price of $0.10 per warrant share. Each Warrant offered is immediately exercisable on the date of issuance, will expire 5 years from the date of issuance, and its value has been classified as a fair value liability due to the terms of the instrument (see NOTE 7).

During the nine months ended September 30, 2021, we sold 196,638 units for a total of $4,915,950: 145,622 units for cash proceeds of $3,640,550, 1,598 units for bitcoin proceeds of $39,950, and 49,418 units for debt of $1,235,450. In conjunction with the sale of the units we issued 196,638 shares of Series B Preferred Stock and granted 983,190 warrants during the period.

 

As of September 30, 2022March 31, 2023 and December 31, 2021,2022, we had 252,192 shares of preferred stock issued and outstanding.

 

18

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

Preferred Stock Dividends

 

During the ninethree months ended September 30, 2022,March 31, 2023, we recorded $614,505204,835 for the cumulative cash dividends due to the shareholders of our Series B Preferred Stock. We made payments of $470,563160,557 in cash and issued $129,81746,585 worth of cryptocurrency to reduce the amounts owed. As a result, we recorded $233,830234,323 as a dividend liability on our balance sheet as of September 30, 2022.March 31, 2023.

During the three months ended March 31, 2022, we recorded $204,835 for the cumulative cash dividends due to the shareholders of our Series B Preferred Stock. We made payments of $156,821 in cash and issued $36,735 worth of cryptocurrency to reduce the amounts owed.

 

Common Stock Transactions

 

During the ninethree months ended September 30,March 31, 2023, we issued 230 shares of common stock as a result of warrants exercised, resulting in proceeds of $23 and an increase in additional paid in capital of $3 for the derivative liability extinguished with the exercise (see NOTE 7). We also recognized $3,606 in stock-based compensation based on grant date fair values and vesting terms of awards granted in prior periods.

During the three months ended March 31, 2022 we cancelled 219,833,334150,000,000 shares that had been issued but were forfeited by choice or as a result of certain forfeiture conditions (see NOTE 5). As a result, we decreased common stock by $219,834150,000, and increased additional paid in capital by the same. As of the date of this filing, 33,333,333 shares of common stock forfeited during the nine-month period endedas of December 31, 2021 had not yet been physically cancelled due to administrative delays. All forfeited shares have been deemed cancelled as of June 30,March 31, 2022. Also, during the ninethree months ended September 30,March 31, 2022, we repurchased 43,101,939 shares from members of our then management team and Board of Directors in exchange for cash of $1,724,008 to pay for tax withholdings (see NOTE 5).

During the nine months ended September 30, 2021, we cancelled 255,000,000 shares that had been issued but were subject to certain forfeiture conditions. As a result of the forfeiture, we decreased common stock by We also recognized $255,000 and increased additional paid in capital by the same. Also, during the nine months ended September 30, 2021, we issued 11,500,000 shares of common stock for services and compensation and recognized a total of $989,391225,163 in stock-based compensation based on grant date fair values and vesting terms of the awards granted in the current and prior periods. We also issued 82,640 shares of common stock as a result of warrants exercised, resulting in proceeds of $8,264, and we recorded 6,666,666 shares as forfeited as a result of our CAO returning the shares to the Company prior to their vesting date.

 

As of September 30, 2022March 31, 2023 and December 31, 2021,2022, we had 2,641,275,4892,636,275,719 and 2,904,210,7622,636,275,489 shares of common stock issued and outstanding, respectively.

20

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

 

Options

 

During the nine monthsyear ended September 30,December 31, 2022, we undertook to restructure unvested incentive equity awards previously granted to our senior leadership team. The Company’s senior management team and board of directors unanimously agreed to surrender and terminate an aggregate of 68,533,334 outstanding unvested restricted shares and 218,500,000 ungranted shares in exchange for the issuance of options to purchase 360,416,665 shares, vesting in equal amounts over a five-yearfive-year period, at an exercise price of $0.05 per share.share, with a seven-year life. The third-party valuation firm we engaged to value these options utilized the Black Scholes Model to value these options and the expense related to these options is being recognized over their vesting terms. Total stock compensation expense related to the options for the ninethree months ended September 30,March 31, 2023 and 2022, was $1,384,210765,007. and $0, respectively.

 

Warrants

Transactions involving our warrants are summarized as follows:

SUMMARY OF WARRANTS ISSUED

   Weighted    Weighted 
 Number of Average  Number of Average 
 Shares Exercise Price  Shares Exercise Price 
Warrants outstanding at December 31, 2021  1,178,320  $0.10 
Warrants outstanding at December 31, 2022  1,178,320  $0.10 
Granted  -  $-   -  $- 
Canceled/Expired  -  $-   -  $- 
Exercised  -  $-   (230) $0.10 
Warrants outstanding at September 30, 2022  1,178,320  $0.10 
Warrants outstanding at March 31, 2023  1,178,090  $0.10 

 

Details of our warrants outstanding as of September 30, 2022,March 31, 2023, is as follows:

SUMMARY OF WARRANTS OUTSTANDING

Exercise PriceExercise Price Warrants Outstanding Warrants Exercisable Weighted Average
Contractual Life (Years)
 Exercise Price Warrants Outstanding Warrants Exercisable Weighted Average
Contractual Life (Years)
 
$0.10   1,178,320   1,178,320   3.40 0.10   1,178,090   1,178,090   2.9 

19

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

Class B Units of Investview Financial Group Holdings, LLC

 

As of September 30, 2022,March 31, 2023, and December 31, 2021,2022, there were 565,000,000Units of Class B Investview Financial Group Holdings, LLC issued and outstanding. These units were issued as consideration for the purchase of operating assets and intellectual property rights of MPower, a company controlled and partially owned by David B. Rothrock and James R. Bell, two of our board members (see NOTE 12).members. The Class B Redeemable Units have no voting rights but can be exchanged at any time, within 5 years from the date of issuance, for 565,000,000 shares of our common stock on a one-for-one basis and are subject to significant restrictions upon resale through 2025 under the terms of a lock up agreement entered into as part of the purchase agreement.In order to properly account for the purchase transaction on the Company’s financial statements, we were required by applicable financial reporting standards to value the Class B Units issued to MPower in the transaction as of the closing date of the MPower sale transaction (September 3, 2021). For these accounting purposes, we concluded that the “fair value” of the consideration for financial accounting purposes, at the if-converted market value of the underlying common shares was $58.9million, based on the closing market price of $0.1532 on the closing date of September 3, 2021, as discounted from $86.6 million by 32% (or $27.7 million) to reflect the significant lock up period. The “fair value” valuation of the Class B Units, however, was completed relying on a certain set of methodologies that are accepted for accounting purposes, and is not necessarily indicative of the “fair market value” that may be implied relative to such Units in a commercial transaction not governed by financial reporting standards. In particular, the methodology used to value the Class B Units at their “fair value” did not take into account any blockage discounts that may otherwise apply after the expiration of the lock-up period in 2025; while other valuation methodologies, not bound by financial reporting codifications, would possibly determine that the blockage discount associated with the resale of 565 million shares after the expiration of the lock-up period, into a marketplace that has limited market liquidity, could possibly have a material downward influence on the valuation.

NOTE 10 – COMMITMENTS AND CONTINGENCIES

Litigation

 

In the ordinary course of business, we may be, or have been, involved in legal proceedings. During the ninethree months ended September 30, 2022,March 31, 2023, we were not involved in any material legal proceedings, however, during November 2021 we received a subpoena from the United States Securities and Exchange Commission (“SEC”) for the production of documents. We have reason to believe that the focus of the SEC’s inquiry involves whether certain federal securities laws were violated in connection with, among other things, the offer and sale of cryptocurrency productsour now discontinued Apex sale and leaseback program, the operation of our subscription-based multi-level marketing businessdirect selling network now known as iGenius.iGenius, and the offer and sale of cryptocurrency products. In the subpoena, the SEC advised that the investigation does not mean that the SEC has concluded that we or anyone else has violated federal securities laws and or any other law. We believe that we have complied at all times with the federal securities laws. However, we are aware of the evolving SEC commentary and rulemaking process relative to the characterization of cryptocurrency products under federal securities laws that is sweeping through a large number of businesses that operate within the cryptocurrency sector. We intend to cooperate fully with the SEC’s investigation and will continue to work with outside counsel to review the matter.

 

21

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2022

(Unaudited)

We generate revenue from the sale of cryptocurrency packages to our customers through an arrangement with a third-party supplier, certain of which, until January 2022, included a product protection option provided by a third-party provider. According to marketing and legal documents provided by such third-party provider, the product protection would allow the purchaser to protect its initial purchase price by obtaining 50% of its purchase price at five years or 100% of its purchase price at ten years. InIn January 2022, we suspended any further offering of the product protection option in the cryptocurrency packages after the third-party provider was unable to comply with our standard vendor compliance protocols, citing certain offshore confidentiality entitlements. That suspension will remain in place until we are able to further validate the continued integrity of the product protection and the vendor’s ability to honor its commitments to our members. We cannot ensure that such third-party provider will comply with its contractual requirements, which could cause our members to not achieve the level of return on their investments expected, and possibly expose us to claims that could have an adverse effect on our business, financial condition, and operating results.

20

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023

(Unaudited)

 

We issued a promissory note to our former Chief Executive Officer, Joseph Cammarata, which, following certain modifications, on or about March 30, 2021, was restated in the principal amount of $1,550,000 (the “Cammarata Note”). Although not originally convertible, as per the March 30, 2021, amendment, the Cammarata Note became convertible at $0.02 per share, Thereafter, effective September 21, 2021, and following another modification, the conversion price under the Cammarata Note was reduced to $0.008 per share. During February 2022, we provided 30 days’ notice of our intent to retire and repay the Cammarata Note in cash. Having not timely received a properly executed conversion notice within the proscribed period, and citing certain breaches of Mr. Cammarata’s fiduciary duty to us, as well as damages incurred by us arising from Mr. Cammarata’s ongoing legal proceedings, on or about March 31, 2022, we tendered to Mr. Cammarata cash payment in full for the Cammarata Note. As of the date of this Report, Mr. Cammarata has not accepted our tender of the cash payment, and instead has asserted his entitlement to exercise his right to convert the Cammarata Note into our common shares. Although we believe that our cash tender was appropriate under the terms of the Cammarata Note and our claims for damages by Mr. Cammarata have marit,merit, if Mr. Cammarata elects to challenge our cash tender in a court proceeding, and if we are unable to sustain our legal position on the matter, Mr. Cammarata could receive up to approximately 203 million shares of our common stock upon conversion of the Cammarata Note.

 

On March 22, 2021, we entered into Securities Purchase Agreements to purchase 100% of the operating assets of SSA Technologies LLC, an entity that owns and operates a FINRA-registered broker-dealer. SSA is controlled and partially owned by Joseph Cammarata, our former Chief Executive Officer. Commencing upon execution of the agreements and through the closing of the transactions, we agreed to provide certain transition service arrangements to SSA. In connection with the transactions, we entered into a Working Capital Promissory Note with SSA under which SSA was to have advanced to us up to $1,500,000 before the end of 2021; however, SSA has only provided advances of $1,200,000 to date. The note bears interest at the rate of 0.11% per annum therefore we recognized $990330 worth of interest expense on the loan during the ninethree months ended September 30, 2022.March 31, 2023. The note was due and payable by January 31, 2022; however, has not yet been repaid as we consider our legal options in light of SSA’s failure to complete its funding obligations. The note was to have been secured by the pledge of 12,000,000 shares of our common stock; however, it remains unsecured as the pledge of shares was not implemented at the closing of the loan.

 

NOTE 11 – INCOME TAXES

 

For the periods ended September 30,March 31, 2023, and March 31, 2022, and September 30, 2021, the Company used a discrete effective tax rate method for recording income taxes, as compared to an estimated full year annual effective tax rate method, as an estimate of the annual effective tax rate cannot be made.

 

Provision for income taxes for the three and nine months ended September 30, 2022,March 31, 2023, was $362,563 and $1,004,30895,062, respectively, resulting in an effective tax rate of (623.918.9%) and 35.1%, respectively.. Provision for income taxes for the three and nine months ended September 30, 2021,March 31, 2022, was $758 and $146,9506,000, respectively, resulting in an effective tax rate of (0.0020.3%) and (0.50%), respectively.. The provision for income taxes was primarily impacted by pretax book income, permanent differences, and by the change in valuation allowance on deferred tax assets.

NOTE 12 – ACQUISITION & NONCONTROLLING INTEREST IN SUBSIDIARY

On March 22, 2021, we entered into a Securities Purchase Agreement to purchase the operating assets and intellectual property rights of MPower, a company controlled and partially owned by David B. Rothrock and James R. Bell, two of our board members, in exchange for 565,000,000 nonvoting Class B Units of Investview Financial Group Holdings, LLC (“Units”). This acquisition closed on September 3, 2021, and we acquired an office lease, furniture and fixtures, and Prodigio, a proprietary software-based trading platform with applications in the brokerage industry. The Units can be exchanged at any time, within 5 years from the date of issuance, for 565,000,000 shares of our common stock on a one-for-one basis and are subject to a 44 month lock up period. The “fair value” of the consideration, as determined for our accounting purposes, at the if-converted market value of the common shares was $58.9 million based on the closing market price of $0.1532 on the closing date of September 3, 2021, as discounted from $86.6 million by 32% (or $27.7 million) to reflect the significant lock up period.

The Company determined that as of the date of the acquisition, the fair value of the Prodigio Trading Platform software was $7.2 million. The difference between the value of the software asset and the consideration issued was driven by an increase in the valuation of the Class B Units between the execution of the original Securities Purchase Agreement in March 2021 which set the number of units to be issued as consideration and the closing of the transaction in September 2021, as well as the software’s lack of revenue generation and a readily available path to monetization through synergies with a broker-dealer partner. Accordingly, the Company recorded a non-cash loss on acquisition of $51.6 million as illustrated below.

SCHEDULE OF ASSETS ACQUISITION

     
Purchase price (fair value of Units) $58,859,440 
Intangible asset (Prodigio software)  7,240,000 
Loss on asset acquisition $51,619,440 

 

NOTE 1312SUBSEQUENT EVENTS

 

In accordance with ASC Topic 855, Subsequent Events, we have evaluated subsequent events through the date of this filing and have determined that there are no subsequent events that require disclosure.

 

2221

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

 

Forward-Looking Statements

 

The following discussion should be read in conjunction with our consolidated financial statements and notes to our financial statements included elsewhere in this report. This discussion contains forward-looking statements that involve risks and uncertainties. When the words “believe,” “expect,” “plan,” “project,” “estimate,” and similar expressions are used, they identify forward-looking statements. These forward-looking statements are based on management’s current beliefs and assumptions and information currently available to management, and involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Information concerning factors that could cause our actual results to differ materially from these forward-looking statements can be found in our periodic reports filed with the Securities and Exchange Commission (“SEC”). The forward-looking statements included in this report are made only as of the date of this report. We disclaim any obligation to update any forward-looking statements whether as a result of new information, future events, or otherwise.

 

Business Overview

 

We operate a financial technology (FinTech) services company in several different businesses. We deliver multiple products and services through a direct selling network, also known as multi-level marketing, of independent distributors that offer our products and services through a subscription-based revenue model to our distributors, as well as by our distributors to a large base of customers that we refer to as “members”. Through this business, we provide research, education, and investment tools designed to assist the self-directed investor in successfully navigating the financial markets. These services include research and education regarding equities, options, FOREX, ETFs, binary options, and cryptocurrency. In addition to research and education, we also offer full education and software applications to assist the individual in debt reduction, increased savings, budgeting, and proper tax management. Each product subscription includes a core set of trading tools and research along with the personal finance management suite to provide an individual with complete access to the information necessary to cultivate and manage his or her financial situation. In addition to our education subscriptions, through a distribution arrangement we have with a third party, we have provided our members with an opportunity to purchase through such third party, a specialty form of adaptive digital currency called “ndau”. Through our direct selling model, we compensate our distributors with commissions under a standard bonus plan that allows for discretionary bonuses based on performance.

 

We also operate a blockchain technology business that provides leading-edge research, development, and FinTech services involving the management of digital asset technologies with a focus on Bitcoin mining and the new generation of digital assets. As well,We own and manage nearly 5,000 next-generation Bitcoin application-specific integrated circuit (“ASIC”) miner machines, with over 99% of such machines being powered by renewable energy sources, mainly hydropower plants and geothermal. We are also developing new and more efficient ways to mine cryptocurrencies through innovations in orderhardware, firmware, and additional ways to develop and utilize renewable energy sources, to increase the hash rate, uptime, profitability, and overall ROI of our crypto currency mining operations.

Since 2021, we have attempted to develop a brokerage and financial markets business. This was originally designed to, among other things, commercialize on the proprietary trading platform we recently acquired in September 2021 from MPower Trading Systems, LLC (“MPower”), to take advantage of the market’s increasing acceptance and expansion of the ownership and use of digital currencies as an investable asset class, subject to applicable regulatory limitations, and to proactively respond to increasing regulatory scrutiny relative to cryptocurrency products, we have adopted a growth plan that contemplates the establishment of a suite of financial service businesses that would offer, among others, self-directed brokerage services, institutional trade execution services, innovative advisory services (RIA, CTA), and codeless algorithmic trading technologies. It was our expectation to develop these businesses over time, starting with the acquisition of a broker-dealer that could serve as a platform for growth.products. Towards that end, in March 2021, we entered into an agreementagreed to acquire a brokerage firm fromowned by an affiliate of theour former Chief Executive Officer of the Company.chief executive officer. However, having been unable to secure the requisite FINRA approval by the expiration of that agreement, we terminated the transaction on June 14, 2022, and commenced ahave since then continued our search for alternative acquisitions within the brokerage industry. Further, until we are able to start this business, we recently elected to winddown the registration of a dormant investment advisor and commodity trading advisor we own as we concluded there to be no material benefit to retaining an interest in these regulated businesses until we are able to launch our broader-based financial services model.

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Results of Operations

 

Three Months Ended September 30, 2022March 31, 2023 Compared to Three Months Ended September 30, 2021March 31, 2022

 

Revenues

 

 Three Months Ended September 30, Increase  Three Months Ended March 31, Increase 
 2022 2021 (Decrease)  2023 2022 (Decrease) 
 (unaudited) (unaudited)    (unaudited) (unaudited)   
Subscription revenue, net of refunds, incentives, credits, and chargebacks $11,823,581  $14,034,214  $(2,210,633) $11,192,111  $13,730,670  $(2,538,559)
Mining revenue  2,777,634   8,338,759   (5,561,125)  2,070,819   3,576,973   (1,506,154)
Cryptocurrency revenue  351,433   998,127   (646,694)  280,300   440,416   (160,116)
Miner repair revenue  43,511   -   43,511   23,378   -   23,378 
Digital wallet revenue  -   -   - 
Total revenue, net $14,996,159  $23,371,100  $(8,374,941) $13,566,608  $17,748,059  $(4,181,451)

 

Revenue, net, decreased $8,374,941,$4,181,451 or 36%24%, from $23,371,100$17,748,059 for the three months ended September 30, 2021,March 31, 2022, to $14,996,159$13,566,608 for the three months ended September 30, 2022.March 31, 2023. The decrease can be explained by $2.2$2.5 million, $5.6$1.5 million and $647$160 thousand decreases in our subscription revenue, mining revenue, and cryptocurrency revenue, respectively, offset by a $44$23 thousand increase in our miner repair revenue. The $2.2$2.5 million (16%(18%) decrease in subscription revenue was due to negative market sentiment in the cryptocurrency markets resulting in decreased membership; the $5.6$1.5 million (67%(42%) decrease in mining revenue was a result of the decrease in the value of Bitcoin, and an increase in the Bitcoin mining difficulty levels as well as,and older and less efficient Bitcoin mining equipment being taken offline for analysis and repairs during the period;off-line; and the $647$160 thousand (36%) decrease in cryptocurrency revenue was due to an overall decrease in the number of sales of NDAU packages.

 

Operating Costs and Expenses

 

 Three Months Ended September 30, Increase  Three Months Ended March 31, Increase 
 2022 2021 (Decrease)  2023 2022 (Decrease) 
 (unaudited) (unaudited)    (unaudited) (unaudited)   
Cost of sales and service $2,144,733  $2,101,490  $43,243  $1,877,928  $1,830,341  $47,587 
Commissions  6,551,195   9,934,991   (3,383,796)  6,529,093   7,383,688   (854,595)
Selling and marketing  17,874   26,484   (8,610)  252,434   11,754   240,680 
Salary and related  2,359,225   1,153,402   1,205,823   1,924,197   1,215,263   708,934 
Professional fees  601,367   132,778   468,589   493,884   978,975   (485,091)
Impairment expense  625   140,233   (139,608)
Loss (gain) on disposal of assets  (118,041)  -   (118,041)  20,270   (24,300)  44,570 
General and administrative  2,916,167   54,097,580   (51,181,413)  2,076,430   2,067,816   8,614 
Total operating costs and expenses $14,473,145  $67,586,958  $(53,113,813) $13,174,236  $13,463,537  $(289,301)

 

Operating costs decreased $53,113,813,$289,301, or 79%2%, from $67,586,958$13,463,537 for the three months ended September 30, 2021,March 31, 2022, to $14,473,145$13,174,236 for the three months ended September 30, 2022. $51,619,440 of thatMarch 31, 2023. The decrease was attributable to a non-recurring and non-cash charge arising in the three months ended September 30, 2021, from the manner in which the acquisition of the Prodigio Smart Trading Platform, as well as the other operating assets and intellectual property rights of MPower, was accounted for on our financial statements. After removing the charge relating to the September 3, 2021 transaction with MPower, the remaining decrease of $1,494,373 can be explained by a decrease in commissions of $3.4 million,$854 thousand, which was a result of decreases in our subscription and cryptocurrency revenue, a decrease in professional fees of $485 thousand due to decreased legal expenses, offset by an increase in salary and related costs of $1.2 million$709 thousand due to the recognition of stock basedstock-based compensation during the period, an increase in professional fees of $469 thousand due to increased legal and consulting expenses, and an increase in generalselling and administrativemarketing costs of $438$241 thousand which was mainly driven by increased depreciation, as we continue to purchasean iGenius sales and deploy additional mining equipment over time.marketing event.

 

Other Income and Expenses

 

 Three Months Ended September 30,    Three Months Ended March 31,   
 2022 2021 Change  2023 2022 Change 
 (unaudited) (unaudited)    (unaudited) (unaudited)   
Gain (loss) on debt extinguishment $-  $21,349  $(21,349)
Gain (loss) on fair value of derivative liability  2,319   47,017   (44,698) $8,756  $(23,843) $32,599 
Realized gain (loss) on cryptocurrency  (318,000)  1,651,024   (1,969,024)  242,572   (182,789)  425,361 
Interest expense  (4,726)  (6,000)  1,274   (4,623)  (4,623)  - 
Interest expense, related parties  (310,595)  (763,791)  453,196   (308,744)  (1,719,465)  1,410,721 
Other income (expense)  49,872   22,168   27,704   172,623   31,227   141,396 
Total other income (expense) $(581,130) $971,767  $(1,552,897) $110,584  $(1,899,493) $2,010,077 

23

 

We recorded other expenseincome of $581,130$110,584 for the three months ended September 30, 2022,March 31, 2023, which was a difference of $1,552,897,$2,010,077, or 160%106%, from the prior period other incomeexpense of $971,767.$1,899,493. The change is due to a realized loss recorded on cryptocurrency in the current period of $318 thousand compared to a realized gain of $1.7 million in the prior period, offset by a decrease in related party interest expense recorded in the current period versus the prior period ($311309 thousand for the three months ended September 30, 2022 compared to $764 thousandMarch 31, 2023 versus $1.7 million for the three months ended September 30, 2021).

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Nine Months Ended September 30, 2022 Compared to Nine Months Ended September 30, 2021

Revenues

  Nine Months Ended September 30,  Increase 
  2022  2021  (Decrease) 
  (unaudited)  (unaudited)    
Subscription revenue, net of refunds, incentives, credits, and chargebacks $36,658,790  $32,833,628  $3,825,162 
Mining revenue  9,412,751   25,047,680   (15,634,929)
Cryptocurrency revenue  1,308,809   8,168,295   (6,859,486)
Miner repair revenue  123,621   -   123,621 
Digital wallet revenue  5,868   -   5,868 
Fee revenue  -   2,032   (2,032)
Total revenue, net $47,509,839  $66,051,635  $(18,541,796)

Revenue, net, decreased $18,541,796, or 28%, from $66,051,635 for the nine months ended September 30, 2021, to $47,509,839 for the nine months ended September 30, 2022. The decrease can be explained by $15.6 million and $6.9 million decreases in our mining revenue and cryptocurrency revenue, respectively, offset by a $3.8 million increase in our net subscription revenue. The $3.8 million (12%) increase in subscription revenue was due to significant product enhancements and expansion into new markets globally, partially offset by negative market sentiment, mainly in the cryptocurrency markets; the $15.6 million (62%) decrease in mining revenue was a result of the decrease in the value of Bitcoin and an increase in the Bitcoin mining difficulty levels, as well as, older and less efficient Bitcoin mining equipment taken offline for analysis and repairs during the period; and the $6.9 million decrease in cryptocurrency revenue was due to an overall decrease in the number of sales of NDAU packages.

Operating Costs and Expenses

  Nine Months Ended September 30,  Increase 
  2022  2021  (Decrease) 
  (unaudited)  (unaudited)    
Cost of sales and service $5,873,214  $7,186,149  $(1,312,935)
Commissions  20,380,676   23,802,291   (3,421,615)
Selling and marketing  53,139   93,984   (40,845)
Salary and related  5,215,833   3,715,868   1,499,965 
Professional fees  2,350,687   1,445,143   905,544 
Impairment expense  7,008   674,671   (667,663)
Loss (gain) on disposal of assets  (389,550)  -   (389,550)
General and administrative  7,611,867   57,961,461   (50,349,594)
Total operating costs and expenses $41,102,874  $94,879,567  $(53,776,693)

Operating costs decreased $53,776,693, or 57%, from $94,879,567 for the nine months ended September 30, 2021, to $41,102,874 for the nine months ended September 30, 2022. $51,619,440 of that decrease was attributable to a non-recurring and non-cash charge arising in the nine months ended September 30, 2021, from the manner in which the acquisition of the Prodigio Smart Trading Platform, as well as the other operating assets and intellectual property rights of MPower, was accounted for on our financial statements. After removing the charge relating to the September 3, 2021 transaction with MPower, the remaining decrease of $2,157,253 can be explained by a decrease in our cost of sales and services of $1.3 million due to the relocation of our minersMarch 31, 2022) and a related decrease in our mining costs that included hosting, electrical and power costs, a decrease in commissions of $3.4 million mainly due to lower cryptocurrency sales, and a decrease in impairment expense of $668 thousand where in the prior period we wrote-off a significant amount of intangible assets as a result of recoverability issues, with only a $7 thousand write-off of fixed assets occurring in the current period. These decreases were offset by an increase in salary and related costs of $1.5 million as a result of stock-based compensation recognized during the period and by an increase in professional fees of $906 thousand due to higher legal and consulting fees, and an increase in general and administrative costs of $1.3 million which was mainly driven by depreciation, as we purchased and deployed additional mining equipment during the current period.

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Other Income and Expenses

  Nine Months Ended September 30,    
  2022  2021  Change 
  (unaudited)  (unaudited)    
Gain (loss) on debt extinguishment $455  $433,152  $(432,697)
Gain (loss) on fair value of derivative liability  40,155   98,928   (58,733)
Realized gain (loss) on cryptocurrency  (1,338,597)  892,266   (2,230,863)
Interest expense  (14,024)  (17,803)  3,779 
Interest expense, related parties  (2,339,729)  (1,897,557)  (442,172)
Other income (expense)  107,725   (64,734)  172,459)
Total other income (expense) $(3,544,015) $(555,748) $(2,988,267)

We recorded other expense of $3,544,015 for the nine months ended September 30, 2022, which was a difference of $2,988,267, or 538%, from the prior period other expense of $555,748. The change is due to a minimalrealized gain on debt extinguishment recorded in the current period compared to a gain of $433 thousand recorded in the prior period, a realized loss recorded on cryptocurrency in the current period of $1.3 million$243 thousand compared to a realized gainloss of $892$183 thousand in the prior period, and more related party interest expense recorded in current period versus the prior period ($2.3 million for the nine months ended September 30, 2022 compared to $1.9 million for the nine months ended September 30, 2021). Amounts recorded in related party interest expense included the amortization of debt discounts, which was being recognized over the term of the debt, however, during the nine months ended September 30, 2022 we repaid two of our related party notes early, which resulted in the recognition of $1.2 million of the amortization of the related debt discount amounts into interest.

Liquidity and Capital Resources

 

During the ninethree months ended September 30, 2022,March 31, 2023, we recorded net income from operations of $1,858,642$392,372 and generated $7,334,474 in cash through our operating activities.net income of $407,894. We used this cash, as well as other cash on hand, to fund operations, fund the purchase of $15,265,360$617,760 worth of fixed assets, to repay $2,718,142$225,129 worth of related party payable,payables, and to repurchase shares for $1,724,008.repay $240,564 worth of debt. As a result, our cash, cash equivalents, and restricted cash decreased by $12,528,341$1,642,640 to $20,088,565$19,846,258 as compared to $32,616,906$21,488,898 at the beginning of the fiscal year. As of September 30, 2022,March 31, 2023, our current assets exceeded our current liabilities to result in working capital of $14,565,190.$13,002,652. We believe we will have sufficient resources, including cash flow from operations and access to capital markets, to meet debt service obligations in a timely manner and be able to meet our short-term business objectives.

 

Critical Accounting Policies

 

Basis of PresentationAccounting

 

Our policy is to prepare our financial statements on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. Prior to September 30, 2021 we operated the Company on a March 31 fiscal year end. Effective September 30, 2021 we changed our fiscal year to December 31.

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations (Regulation S-X) of the Securities and Exchange Commission (the “SEC”) and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the ninethree months ended September 30, 2022,March 31, 2023, are not necessarily indicative of the operating results that may be expected for the filing of our December 31, 20222023 Form 10-K. These unaudited condensed consolidated financial statements should be read in conjunction with the December 31, 20212022 consolidated financial statements and notes thereto included in our Annual Report on Form 10-KT for the nine months ended December 31, 2021.10-K.

 

Principles of Consolidation

 

The consolidated financial statements include the accounts of Investview, Inc., and our wholly owned subsidiaries: iGenius, LLC (formerly Kuvera, LLC), Kuvera France S.A.S (through its closure date in June of 2021), Apex Tek, LLC (formerly Razor Data, LLC), SAFETek, LLC (formerly WealthGen Global, LLC), S.A.F.E. Management, LLC, United Games, LLC, United League, LLC, Investment Tools & Training, LLC, iGenius Global LTD (formerly Kuvera (N.I.) LTD), Investview Financial Group Holdings, LLC, and Investview MTS, LLC.LLC, and MyLife Wellness Company. All intercompany transactions and balances have been eliminated in consolidation.

26

 

Use of Estimates

 

The preparation of these financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Long-Lived Assets – Intangible Assets & License Agreement

We account for our cryptocurrencies and intangible assets in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 350-30, General Intangibles Other Than Goodwill, and ASC Subtopic 360-10-05, Accounting for the Impairment or Disposal of Long-Lived Assets. ASC Subtopic 350-30 requires assets to be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measurable. Our cryptocurrencies are deemed to have an indefinite useful life; therefore, amounts are not amortized, but rather are assessed for impairment as further discussed in our impairment policy. Under ASC Subtopic 350-30 any intangible asset with a useful life is required to be amortized over that life and the useful life is to be evaluated every reporting period to determine whether events or circumstances warrant a revision to the remaining period of amortization. If the estimate of useful life is changed the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. Costs of internally developing, maintaining, or restoring intangible assets are recognized as an expense when incurred.

24

We hold cryptocurrency-denominated assets and include them in our consolidated balance sheet as other assets. The value of our cryptocurrencies as of March, 31 2023 and December 31, 2022 were $2,200,658 ($2,079,548 current and $121,110 restricted long term) and $2,474,096 ($2,360,957 current and $113,139 restricted long term), respectively. Cryptocurrencies purchased or received for payment from customers are recorded in accordance with ASC 350-30 and cryptocurrencies awarded to the Company through its mining activities ($2,070,819 and $3,576,973 for the three months ended March, 31 2023 and 2022, respectively) are accounted for in connection with the Company’s revenue recognition policy. The use of cryptocurrencies is accounted for in accordance with the first in first out method of accounting. For the three months ended March, 31 2023 and 2022 we recorded realized gains (losses) on our cryptocurrency transactions of $242,572 and $(182,789), respectively.

On March 22, 2021, we entered into Securities Purchase Agreement to acquire the operating assets and intellectual property rights of MPower Trading Systems LLC, a company controlled and partially owned by David B. Rothrock and James R. Bell, two of our board members. As a result, we obtained Prodigio, a proprietary software-based trading platform with applications within the brokerage industry, which was valued at $7,240,000 and recorded on our balance sheet as an intangible asset as of December 31, 2021. The intangible asset was expected to have a definite life, however, during the year ended December 31, 2022 the software had not been placed in service, therefore a useful life had not been assigned and no amortization had been recorded. Instead, as of December 31, 2022, the intangible asset was conservatively impaired due to a question on the recoverability of the value recorded.

Impairment of Long-Lived Assets

We have adopted ASC Subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable or when the historical cost carrying value of an asset may no longer be appropriate. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period.

We evaluate the recoverability of long-lived assets based upon future net cash flows expected to result from the asset, including eventual disposition. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted and an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. During the three months ended March 31, 2023 and March 31, 2022 no impairment was recorded.

 

Revenue Recognition

 

Subscription Revenue

 

Most of our revenue is generated by subscription sales and payment is received at the time of purchase. We recognize subscription revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to provide services over a fixed subscription period; therefore, we recognize revenue ratably over the subscription period and deferred revenue is recorded for the portion of the subscription period subsequent to each reporting date. Additionally, we offer a designated trial period to first time subscription customers, during which a full refund can be requested if a customer does not wish to continue with the subscription. Revenues are deferred during the trial period as collection is not probable until that time has passed. Revenues are presented net of refunds, sales incentives, credits, and known and estimated credit card chargebacks. As of September 30, 2022March 31, 2023 and December 31, 20212022, our deferred revenues were $2,046,443$2,689,636 and $3,288,443,$2,074,574, respectively.

 

Mining Revenue

 

Through our wholly owned subsidiary, SAFETek, LLC, we leased equipment under a sale-leaseback arrangement. However, insales-type lease through June of 2020. In June of 2020 we cancelled all leases and purchased all of the rights and obligations under the leases, which included obtaining ownership of all equipment. We use the equipment on blockchain networks to validate and add blocks of transactions to blockchain ledgers (commonly referred to as “mining”). As compensation for our mining, activities, we are issued fees from processors and/or block rewards that are newly created cryptocurrency units granted to us. Our mining activities constitute the principalour ongoing major and central operations of SAFETek, LLC. Because we do not have contracts, nor do we have customers associated with our mining revenue, we recognize revenue when fees and/or rewards are settled, or ultimately granted to us as a result of our mining activities.

 

25

Cryptocurrency Revenue

We generate revenue from the sale of cryptocurrency packages to our customers through an arrangement with a third-party supplier with whom our Chairman is affiliated (see Note 5-Related Party Transactions).suppliers. The various packages includeincluded different amounts of coin with differing rates of returns and terms and, in some cases prior to January 2022, included a product protection option that allowsallowed the purchaserpurchasers to protect their initial purchase price. In January 2022,The protection allowed the purchaser to obtain 50% of their purchase price at five years or 100% of their purchase price at ten years. Both the coin and the protection option were delivered by third-party suppliers. During the fourth calendar quarter of 2021 we suspended any further offering of the product protection optionprogram in connection with the sale of ndau after the third-party provider of that protection package was unable to comply with our standard vendor compliance protocols, citing certain offshore confidentiality entitlements. That suspension will remainhas remained in place untilas we are ablehave been unable to further validate the continued integrity of the product protection program and the vendor’s ability to honor its commitments to our members.

We recognize cryptocurrency revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to arrange for the third-parties to provide coin and protection (if applicable) to our customers and payment is received from our customers at the time of order placement. All customers are given two weeks to request a refund, therefore we record a customer advance on our balance sheet upon receipt of payment. After the two weeks have passed from order placement, we request our third-party supplierssupplier to deliver coin and protection (if applicable), at which time we recognize revenue and the amounts due to our supplierssupplier on our books. As of September 30, 2022March 31, 2023 and December 31, 20212022, our customer advances related to cryptocurrency revenue were $142,070$60,388 and $75,702,$96,609, respectively.

 

Fee Revenue

We generate minimal fee revenue from our customers through SAFE Management, our subsidiary licensed as a Registered Investment Advisor and Commodities Trading Advisor. We recognize fee revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to deliver fully managed trading services to individuals who do not meet the requirements of Qualified Investors and who lack the time to trade for themselves. We recognize fee revenue as our performance obligation is met and we receive payment for such advisory fees in the month following recognition. However, since these businesses were largely dormant, during 2022, we elected to winddown and withdraw the SAFE Management state and NFA registrations, as we concluded there to be no material benefit to retaining an interest in these regulated businesses until we are able to launch our broader-based financial services model.

Miner Equipment Repair Revenue

 

Through our wholly owned subsidiary, SAFETek, LLC, we repair broken mining equipment for sale to third-party customers. We recognize miner repair revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to deliver the promised goods to our customers.

 

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Digital Wallet Revenue

 

We generatePrior to December 31, 2022 we generated modest revenue from the sale of digital wallets to our customers through an arrangement with a third-party supplier. We offeroffered three tiers of wallets which includeeach included different features. The digital wallets arewere delivered by a third-party supplier. The sale of digital wallets to our customers was discontinued during the year ended December 31, 2022.

 

We recognize digital wallet revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. Our performance obligation is to arrange for the third-parties to provide the wallet to our customers and payment is received from our customers at the time of order placement.

 

Revenue generated for the ninethree months ended September 30, 2022, isMarch, 31 2023, was as follows:

 

 Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner
Repair
Revenue
 Digital
Wallet
Revenue
 Total  Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner Repair
Revenue
 Total 
Gross billings/receipts $39,087,141  $2,548,316  $9,412,751  $123,621  $7,157  $51,178,986  $12,152,522  $559,300  $2,070,819  $23,378  $14,806,019 
Refunds, incentives, credits, and chargebacks  (2,428,351)  -   -   -   -   (2,428,351)  (960,411)  -   -   -   (960,411)
Amounts paid to providers  -   (1,239,507)  -   -   (1,289)  (1,240,796)  -   (279,000)  -   -   (279,000)
Net revenue $36,658,790  $1,308,809  $9,412,751  $123,621  $5,868  $47,509,839  $11,192,111  $280,300  $2,070,819  $23,378  $13,566,608 

 

For the ninethree months ended September 30, 2022March, 31, 2023, foreign and domestic revenues were approximately $32.2$9.7 million and $15.3 million, respectively.

Revenue generated for the nine months ended September 30, 2021, is as follows:

  Subscription
Revenue
  Cryptocurrency
Revenue
  Mining
Revenue
  Fee
Revenue
  Total 
Gross billings/receipts $34,843,588  $20,082,329  $25,047,680  $2,032  $79,975,629 
Refunds, incentives, credits, and chargebacks  (2,009,960)  -   -   -   (2,009,960)
Amounts paid to providers  -   (11,914,034)  -   -   (11,914,034)
Net revenue $32,833,628  $8,168,295  $25,047,680  $2,032  $66,051,635 

For the nine months ended September 30, 2021 foreign and domestic revenues were approximately $33.1 million and $33.0$3.9 million, respectively.

 

Revenue generated for the three months ended September 30,March 31, 2022 is as follows:

 

 Subscription
Revenue
 Cryptocurrency
Revenue
 Mining
Revenue
 Miner
Repair
Revenue
 Digital
Wallet
Revenue
 Total  Subscription
Revenue
 Cryptocurrency Revenue Mining Revenue Total 
Gross billings/receipts $12,638,375  $673,933  $2,777,634  $43,511  $-  $16,133,454  $14,693,972  $838,422  $3,576,973  $19,109,367 
Refunds, incentives, credits, and chargebacks  (814,794)  -   -   -   -   (814,794)  (963,302)  -   -   (963,302)
Amounts paid to providers  -   (322,500)  -   -   -   (322,500)  -   (398,006)  -   (398,006)
Net revenue $11,823,581  $351,433  $2,777,634  $43,511  $-  $14,996,159  $13,730,670  $440,416  $3,576,973  $17,748,059 

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For the three months ended September 30,March 31, 2022 foreign and domestic revenues were approximately $10.3$12.0 million and $4.7 million, respectively.

Revenue generated for the three months ended September 30, 2021, is as follows:

  Subscription
Revenue
  Cryptocurrency
Revenue
  Mining
Revenue
  Fee
Revenue
  Total 
Gross billings/receipts $14,904,004  $2,329,566  $8,338,759  $-  $25,572,329 
Refunds, incentives, credits, and chargebacks  (869,790)  -   -   -   (869,790)
Amounts paid to providers  -   (1,331,439)  -   -   (1,331,439)
Net revenue $14,034,214  $998,127  $8,338,759  $-  $23,371,100 

For the three months ended September 30, 2021 foreign and domestic revenues were approximately $13.6 million and $9.8$5.7 million, respectively.

 

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Recently IssuedRecent Accounting Pronouncements

 

We have noted no recently issued accounting pronouncements that we have not yet adopted that we believe are applicable or would have a material impact on our financial statements.

 

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, and results of operations, liquidity, or capital expenditures.

 

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this item.

 

ITEM 4 – CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”) as of the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

 

Our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the objectives of our disclosure control system are met. Because of inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected. Our Chief Executive Officer and Chief Financial Officer have concluded, based on their evaluation as of the end of the period covered by this report, that our disclosure controls and procedures were effective.

 

Changes in Internal Controls

 

There were no changes in our internal controls over financial reporting during the fiscal quarter ended September 30, 2022,March 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

 

ITEM 1 – LEGAL PROCEEDINGS

 

From timeThere have been no material changes to time,this information since reported on in the Company and our operating subsidiaries are involved in claims, proceedings and litigation, and subject to certain material risk factors, including those matters set forth in Item 3 of our Annual Report on Form 10-KT10-K for the nine monthsyear ended December 31, 2021, as well as in any other reports filed by us with the Securities and Exchange Commission.2022.

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ITEM 1.A – RISK FACTORS

 

There have been no material changes in the risk factors disclosed by us under Part I, Item 1A. Risk Factors contained in the Annual Report on Form 10-KT10-K for the nine monthsyear ended December 31, 2021, as updated within our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, and Quarterly Report on Form 10-Q for the quarter ended June 30, 2022.

 

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

 

None.

 

ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4 – MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5 – OTHER INFORMATION

 

None.

 

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ITEM 6 – EXHIBITS

 

The following exhibits are filed as a part of this report:

 

Exhibit
Number*
 Title of Document Location
     
Item 31 Rule 13a-14(a)/15d-14(a) Certifications  
     
31.01 Certification of Principal Executive Officer Pursuant to Rule 13a-14 This filing.
     
31.02 Certification of Principal Financial Officer Pursuant to Rule 13a-14 This filing.
     
Item 32 Section 1350 Certifications  
     
32.01 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 This filing.
     
32.02 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 This filing.
     
Item 101*** Interactive Data File  
     
101.INS Inline XBRL Instance Document This filing.
     
101.SCH Inline XBRL Taxonomy Extension Schema This filing.
     
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase This filing.
     
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase This filing.
     
101.LAB Inline XBRL Taxonomy Extension Label Linkbase This filing.
     
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase This filing.
     
104 Cover Page Interactive Data File (embedded within the Inline XBRL document) This filing.

 

*All exhibits are numbered with the number preceding the decimal indicating the applicable SEC reference number in Item 601 and the number following the decimal indicating the sequence of the particular document. Omitted numbers in the sequence refer to documents previously filed as an exhibit.

***Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or Annual Report for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability.

 

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SIGNATURE PAGE

 

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 hereunto duly authorized.

 

 INVESTVIEW, INC.
   
Dated: November 14, 2022May 12, 2023By:/s/ Victor M. Oviedo
  Victor M. Oviedo
  Chief Executive Officer
  (Principal Executive Officer)
   
Dated: November 14, 2022May 12, 2023By:/s/ Ralph R. Valvano
  Ralph R. Valvano
  Chief Financial Officer
  (Principal Financial Officer and Accounting Officer)

 

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