Elite Performance Holding (BYLT) 10-Q 2022 Q3 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2022

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to ___________

Commission file number: 000-55987

Elite Performance Holding Corp.

(Exact name of registrant as specified in its charter)

Nevada	82-5034226
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
3301 NE 1st Ave Suite M704 Miami, FL	33137
(Address of principal executive offices)	(Zip Code)

(844) 426-2958

Registrant’s telephone number, including area code

__________________________________________

(Former Address and phone of principal executive offices)

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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days.

Yes  ☐ No  ☒

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

Yes  ☐ No  ☒

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

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller 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 to Section 7(a)(2)(B) of the Securities Act. ☐

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

Yes  ☐ No  ☒

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

As of September 8, 2023, there were 130,001,300 shares of the registrant’s common stock, $.0001 par value, issued and outstanding.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

C O N T E N T S

Elite Performance Holding Corp.

Consolidated Balance Sheets as of September 30, 2022 (unaudited) and December 31, 2021	3
Consolidated Statements of Operations for the three and nine months ended September 30, 2022 and 2021 (unaudited)	4
Consolidated Statements of Stockholders Equity (Deficit) for the nine months ended September 30, 2022 and 2021 (unaudited)	5
Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021 (unaudited)	7
Notes to the Consolidated Financial Statements	8

2

Elite Performance Holding Corp.
Consolidated Balance Sheets
	(Unaudited)
	September 30,			December 31,
	2022			2021
ASSETS
CURRENT ASSETS
Cash	$	12,955		$	1,801
Inventory		255,792			8,419
Prepaid expenses		4,063			-
Total Current Assets		272,810			10,220
Property and equipment, net		52,258			-
Right of use asset		110,209			-
TOTAL ASSETS	$	435,277		$	10,220
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accounts payable	$	716,937		$	787,152
Accounts payable and accrued expenses related party		393,111			373,849
Accrued expenses		269,514			199,458
Lease liability - current		26,837			-
Notes payable, net of OID of $9,844 and $0, respectively		36,794			-
Convertible notes payable (net of debt discount)		555,127			543,004
Total Current Liabilities		1,998,320			1,903,463
Longterm Liabilities
Lease liability - long-term		83,372			-
PPP Loan		95,485			95,485
Total Long-Term Liabilities		178,857			95,485
Total Liabilities		2,177,177			1,998,948
Commitments and Contingencies		-			-
STOCKHOLDERS' DEFICIT
Preferred stock; $0.0001 par value, 35,000,000 shares authorized, 10,000,000 shares issued and outstanding as of September 30, 2022 and December 31, 2021 respectively		1,000			1,000
Common stock; $0.0001 par value, 465,000,000 shares authorized, 119,461,300 and 98,971,300 issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		11,946			9,896
Shares to be issued		168,500			5,000
Additional paid-in capital		4,632,259			2,585,308
Accumulated deficit		(6,555,605	)		(4,589,932	)
Total Stockholders' Deficit		(1,741,900	)		(1,988,728	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	435,277		$	10,220

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

3

Elite Performance Holding Corp.
Consolidated Statements of Operations
for the three and nine months ended September 30,
(Unaudited)
	Three months ended						Nine months ended
	2022			2021			2022			2021
REVENUES	$	19,596		$	-		$	22,197		$	1,605
COST OF GOODS SOLD		41,374			36,770			102,853			42,618
GROSS PROFIT (LOSS)		(21,778	)		(36,770	)		(80,656	)		(41,013	)
OPERATING EXPENSES
Legal and accounting		92,320			31,451			187,366			83,202
Advertising		80,545			1,883			162,500			46,925
Consulting		370,421			36,250			995,321			274,680
General and administrative		222,789			69,259			465,922			234,772
Total Operating Expenses		766,075			138,843			1,811,109			639,579
OPERATING LOSS		(787,853	)		(175,613	)		(1,891,765	)		(680,592	)
OTHER INCOME (EXPENSE)
Gain on forgiveness of PPP loan		-			105,867			-			105,867
Gain on debt forgiveness		6,000			-			6,000			-
Interest expense		(29,699	)		(25,187	)		(79,908	)		(70,922	)
Total Other Income (Expense)		(23,699	)		80,680			(73,908	)		34,945
NET LOSS	$	(811,552	)	$	(94,933	)	$	(1,965,673	)	$	(645,647	)
BASIC AND DILUTED NET LOSS PER COMMON SHARE	$	(0.01	)	$	(0.00	)	$	(0.02	)	$	(0.01	)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING		115,802,496			97,276,300			109,268,351			94,371,831

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

4

Elite Performance Holding Corp.
Consolidated Statements of Stockholders’ Equity (Deficit)
For the nine months ended September 30, 2022 and 2021
(unaudited)
									Shares		Additional					Total
	Common Stock				Preferred Stock				to be		Paid-in		Accumulated			Stockholders’
	Shares		Amount		Shares		Amount		Issued		Capital		Deficit			(Deficit)
Balance December 31, 2021		98,971,300	$	9,896		10,000,000	$	1,000	$	5,000	$	2,585,308	$	(4,589,932	)	$	(1,988,728	)
Reg D subscriptions		5,000,000		500		-		-		-		499,500		-			500,000
Shares issued for services		3,390,000		339		-	$	-		-		338,661		-			339,000
Net loss		-		-		-		-		-		-		(582,024	)		(582,024	)
Balance March 31, 2022		107,361,300		10,735		10,000,000		1,000		5,000		3,423,469		(5,171,956	)		(1,731,751	)
Reg D subscriptions		3,440,000		345		-		-		-		343,656		-			344,001
Shares to be issued for Reg D subscriptions		-		-		-		-		10,000		-		-			10,000
Shares issued for services		1,025,000		103		-		-		-		102,398		-			102,500
Shares to be issued for settlement of accounts payable		-		-		-		-		10,000		-		-			10,000
Net loss		-		-		-		-		-		-		(572,097	)		(572,097	)
Balance June 30, 2022		111,826,300		11,182		10,000,000		1,000		25,000		3,869,522		(5,744,053	)		(1,837,348	)
Reg D subscriptions		5,570,000		557		-		-		-		556,443		-			557,000
Shares issued in connection with convertible debt		20,000		2		-		-		-		1,998		-			2,000
Shares issued for services		1,645,000		165		-		-		53,500		164,336		-			218,000
Shares issued for settlement of accounts payable		400,000		40		-		-		90,000		39,960		-			130,000
Net loss		-		-				-		-		-		(811,552	)		(811,552	)
Balance September 30, 2022		119,461,300	$	11,946		10,000,000	$	1,000	$	168,500	$	4,632,259	$	(6,555,605	)	$	(1,741,900	)

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

5

Elite Performance Holding Corp.

Consolidated Statement of Stockholders’ Equity (Deficit)

For the nine months ended September 30, 2021

(unaudited)

																		Total
									Shares									Stockholders’
	Common Stock				Preferred Stock				to be			Additional						Equity
	Shares		Amount		Shares		Amount		Issued			Paid-in			Deficit			(Deficit)
Balance December 31, 2020		84,738,300		8,472		10,000,000		1,000		13,803			2,069,582			(3,721,005	)		(1,628,148	)
Shares issued for Services		3,042,000		305		-		-		-			151,795			-			152,100
Shares issued for subscriptions		4,176,000		418		-		-		-			208,382			-			208,800
Net loss		-		-		-		-		-			-			(397,775	)		(397,775	)
Balance March 31, 2021		91,956,300		9,195		10,000,000		1,000		13,803			2,429,759			(4,118,780	)		(1,665,023	)
Shares issued for Services from to be issued		200,000		20		-		-		(10,000	)		9,980			-			-
Shares issued for Services		120,000		12		-		-		-			5,988			-			6,000
Shares issued for licensing agreement		5,000,000		500									(500	)					-
Shares to be issued for debt conversion		-		-		-		-		5,000			-			-			5,000
Net loss		-		-		-		-		-			-			(152,939	)		(152,939	)
Balance June 30, 2021		97,276,300		9,727		10,000,000		1,000		8,803			2,445,227			(4,271,719	)		(1,806,962	)
Shares to be issued for commitment fee		-		-		-		-		3,000			-			-			3,000
Net loss		-		-		-		-		-			-			(94,933	)		(94,933	)
Balance September 30, 2021		97,276,300		9,727		10,000,000		100		11,803			2,445,227			(4,366,652	)		(1,898,895	)

6

Elite Performance Holding Corp.
Consolidated Statements of Cash Flows
for the nine months ended September 30,
(unaudited)
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(1,965,673	)	$	(645,647	)
Items to reconcile net loss to net cash used in operating activities:
Amortization of debt discount		5,779			1,993
Shares issued and to be issued for services		659,500			158,100
Shares issued in connection with convertible debt		2,000			-
Gain on debt forgiveness		(6,000	)		-
Depreciation expense		2,742			-
Gain on forgiveness of PPP loan		-			(105,867	)
Changes in operating assets and liabilities
(Increase) / decrease in inventory		(247,373	)		-
(Increase) / decrease in prepaid expenses		(4,063	)		-
Increase in accounts payable - Related party		79,262			107,861
Increase in accounts payable and accrued expenses		85,842			239,508
Net Cash Used in Operating Activities		(1,387,984	)		(244,052	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		(55,000	)		-
Net Cash Used in Investing Activities		(55,000	)		-
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible debt		10,000			25,000
Proceeds from notes payable		50,460			24,000
Repayments of notes payable		(17,323	)		(14,000	)
Proceeds from sale of common stock and shares to be issued		1,411,001			208,800
Net Cash Provided by Financing Activities		1,454,138			243,800
Increase (Decrease) in Cash		11,154			(252	)
CASH AT BEGINNING OF PERIOD		1,801			252
CASH AT END OF PERIOD	$	12,955		$	-
Supplemental Information:
Interest Paid		-			-
Taxes		-			-
Supplemental Non-Cash Information:
Stock payable for commitment fees	$	-		$	3,000
Shares issued for sub/licensing contract	$	-		$	500
Convertible note payable for legal fees	$	-		$	20,000
Shares for stock payable	$	-		$	10,000
Shares issued and to be issued for payment of accounts payable	$	140,000		$	5,000
Recognition of lease asset and lease liability	$	121,301		$	-

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

7

Elite Performance Holding Corp.

Consolidated Notes to the Financial Statements

For the nine months ended September 30, 2022 (unaudited)

NOTE 1 - GENERAL

Business Overview

Elite Performance Holding Corporation (“EPH”) was formed on January 30, 2018 (inception) and is a holding company with anticipated holdings in companies centered on innovative and proprietary nutritional and dietary fitness enhancement products, that are in the sports performance, weight loss, nutritional, functional beverage, and energy markets.

On February 2, 2018, a contribution and assignment agreement was executed by Joseph Firestone and Jon McKenzie (collectively, the “Assignors”), and Elite Performance Holding Corp., a Nevada corporation (the “Assignee”). Whereas Firestone and McKenzie were the owners of 50,000,000 shares of common stock, $0.0001 par value, for a total of 100,000,000 shares of common stock (collectively, the “Shares”) of Elite Beverage International Corp., a Nevada corporation (the “Company”), which shares represented all authorized, issued and outstanding shares of the Company.

Elite Beverage International is a 100% wholly owned subsidiary of Elite Performance Holding Corp.

BYLT Performance, LLC is a wholly owned subsidiary of Elite Beverage International Corp. and currently holds all of the trademarks and intellectual property for the company.

Our Products and Services

On August 01, 2020, the Company entered into an Exclusivity Agreement between its wholly owned subsidiary Elite Beverage International Corp. and Bruce Kneller for exclusive rights on a patent pending SmartCarb® technology (US Patent Application No. 16/785,498.) This Agreement gives the Company first right of refusal to purchase the technology upon issuance of its patent for 200,000 shares in the Company.

On September 29, 2021, the Company entered into an Agreement between its wholly owned subsidiary Elite Beverage International Corp. and Bruce Kneller for the transfer and assignment of the SmartCarb® technology (US Patent No. 11,103,522 issued August 31, 2021.) This Agreement gives the Company the intellectual property and patent ownership for 400,000 shares valued at $20,000 that were issued October 1, 2021. For the year ended December 31, 2021, an impairment loss of $20,000 was recognized on the Patent acquisition and recorded to other income (expense).

8

NOTE 2 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

These consolidated financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of September 30, 2022 the Company had an accumulated deficit of ($6,555,605). The continuation of the Company as a going concern is dependent upon the continued financial support from its management, its ability to generate profits from the Company’s future operations, identify future investment opportunities and obtain the necessary debt or equity financing. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Accounting Methods

The Company’s consolidated financial statements are prepared using the accrual method of accounting. The Company has elected a calendar year-end.

Cash and Cash Equivalents

We maintain the majority of our cash accounts at a commercial bank. The total cash balance is insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per commercial bank. For purposes of the statement of cash flows we consider all cash and highly liquid investments with initial maturities of one year or less to be cash equivalents.

Accounts Receivable

We grant credit to our customers located within the United States of America; and do not require collateral. Our ability to collect receivables is affected by economic fluctuations in the geographic areas and industries served by us. The allowance for doubtful trade receivables was $0 as of September 30, 2022 and December 31, 2021.

Inventory

Inventories are valued at the lower of weighted average cost or market value. Our industry experiences changes in technology, changes in market value and availability of raw materials, as well as changing customer demand. We make provisions for estimated excess and obsolete inventories based on regular audits and cycle counts of our on-hand inventory levels and forecasted customer demands and at times additional provisions are made. Any inventory write offs are charged to the reserve account. As of June 30, 2022, and December 31, 2021 we had no reserve for potentially obsolete inventory. As of September 30, 2022, and December 31, 2021 we had $255,792 and $8,419 in inventory.

Basic and Diluted Loss Per Share

The Company presents both basic and diluted earnings per share (EPS) on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including convertible debt, stock options, and warrants, using the treasury stock method, and convertible securities, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. The Company had net losses as of September 30, 2022, so the diluted EPS excluded all dilutive potential shares in the diluted EPS because their effect is anti-dilutive. As of September 30, 2022, the Company had $555,250 in convertible notes that may be converted into 11,105,000 shares of common stock.

Fair Value of Financial Instruments

The carrying amount of accounts payable and accrued expenses are considered to be representative of their respective fair values because of the short-term nature of these financial instruments.

Research and Development

Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, and regulatory compliance costs. We had $0 research and development R&D expense during the three and nine months ended September 30, 2022.

Use of Estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

9

Revenue Recognition

Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts to perform pilot studies by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. The Company recognizes revenues and the related costs when persuasive evidence of an arrangement exists, delivery and acceptance has occurred, or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue. The Company accrues for warranty costs, sales returns, bad debts, and other allowances based on its historical experience. For the three months ended September 30, 2022 and 2021 we had $19,596 and $0, respectively in revenue from the sale of our products.

Income Taxes

Federal Income taxes are not currently due since we have had losses since inception.

On December 22, 2017 H.R. 1, originally known as the Tax Cuts and Jobs Act, (the “Tax Act”) was enacted. Among the significant changes to the U.S. Internal Revenue Code, the Tax Act lowers the U.S. federal corporate income tax rate (“Federal Tax Rate”) from 35% to 21% effective January 1, 2018. The Company will compute its income tax expense for the period January 01, 2021 through December 31, 2021 using a Federal Tax Rate of 21%.

Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition.  Under this approach, deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end.  A valuation allowance is recorded against deferred tax assets if management does not believe the Company has met the “more likely than not” standard required by ASC 740-10-25-5.

Deferred income tax amounts reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes.

Stock-Based Compensation

The Company records stock-based compensation using the fair value method. Equity instruments issued to employees and the cost of the services received as consideration are accounted for in accordance with ASC 718 “Stock Compensation” and are measured and recognized based on the fair value of the equity instruments issued. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718). This update is intended to reduce cost and complexity and to improve financial reporting for share-based payments issued to non-employees (for example, service providers, external legal counsel, suppliers, etc.). The ASU expands the scope of Topic 718, Compensation-Stock Compensation, which currently only included share-based payments issued to employees, to also include share-based payments issued to non-employees for goods and services. Consequently, the accounting for share-based payments to non-employees and employees will be substantially aligned. This standard will be effective for financial statements issued by public companies for the annual and interim periods beginning after December 15, 2018. Early adoption of the standard is permitted. The standard will be applied in a retrospective approach for each period presented.

Long Lived Assets

Periodically the Company assesses potential impairment of its long-lived assets, which include property, equipment and acquired intangible assets, in accordance with the provisions of ASC Topic 360, “Property, Plant and Equipment.” The Company recognizes impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying values. An impairment loss would be recognized in the amount by which the recorded value of the asset exceeds the fair value of the asset, measured by the quoted market price of an asset or an estimate based on the best information available in the circumstances. For the year ended December 31, 2021, an impairment loss of $20,000 was recognized on a Patent acquisition and recorded to other income (expense). There were no other such losses recognized for the year ended December 31, 2021.There were no such losses recognized during the three and nine months ended September 30, 2022.

Property, Equipment and Intangible Assets

Property and equipment are carried at cost, less accumulated depreciation. Additions are capitalized and maintenance and repairs are charged to expense as incurred. Intangible assets consist of acquired web site domains and web site content and are carried at cost, less accumulated amortization. Depreciation and amortization is provided principally on the straight-line basis method over the estimated useful lives of the assets.

10

Recently Issued Accounting Standards

The Company is reviewing the effects of following recent updates. The Company has no expectation that any of these items will have a material effect upon the consolidated financial statements.

All new accounting pronouncements issued but not yet effective are not expected to have a material impact on our results of operations, cash flows or financial position with the exception of the updated previously disclosed above, there have been no new accounting pronouncements not yet effective that have significance to our consolidated financial statements.

NOTE 3 - RELATED PARTY TRANSACTIONS

Accounts and Notes Payable related party

For the three months ended September 30, 2022, and 2021, we had $9,000 and $9,000 and for the nine months ended September 30, 2022, and 2021, we had $27,000 and $27,000 and respectively in consulting expense to “I Know a Dude, Inc.” owned by Laya Clark. Mr. Clark is a member of our Board of Directors. As of September 30, 2022, we had an outstanding balance due of $68,922, which is included in accounts payable related party on the consolidated balance sheet.   

As of September 30, 2022, we had outstanding balances due to Joey Firestone of $26,689 for un-reimbursed business expenses. We also had an outstanding balance due to Joey Firestone of $85,000 for consulting services, $212,500 for salary, which is included in accounts payable related party.  

One February 1, 2021 the Company renewed the employment agreement with Joey Firestone with milestone performance bonuses in shares of restricted 144 stock.

On January 1, 2021, the Company entered into a royalty free trademark licensing agreement between Elite Beverage International Corp. and its subsidiary BYLT Performance LLC in consideration for 5,000,000 (valued at par $0.0001 per share) shares to be issued in the amount of $500 which were issued April 29, 2021.

NOTE 4 - LEASES

Our adoption of ASU 2016-02, Leases (Topic 842), and subsequent ASUs related to Topic 842, requires us to recognize substantially all leases on the balance sheet as an ROU asset and a corresponding lease liability. The new guidance also requires additional disclosures as detailed below. We adopted this standard on the effective date of January 1, 2019 and used this effective date as the date of initial application. Under this application method, we were not required to restate prior period financial information or provide Topic 842 disclosures for prior periods. We elected the ‘package of practical expedients,’ which permitted us to not reassess our prior conclusions related to lease identification, lease classification, and initial direct costs, and we did not elect the use of hindsight.

Lease ROU assets and liabilities are recognized at commencement date of the lease, based on the present value of lease payments over the lease term. The lease ROU asset also includes any lease payments made and excludes any lease incentives. When readily determinable, we use the implicit rate in determining the present value of lease payments. When leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date, including the lease term.

We recognized a $110,209 right-of-use asset and $110,209 in a related lease liability as of September 30, 2022 for our finance lease. For our finance lease, the asset is included in other long-term assets on the balance sheet and is amortized within operating income over the lease term. The long-term component of the lease liability is included in other long-term liabilities, net, and the current component is included in other current liabilities.

The Company incurred lease expense, which is included as part of selling, general and administrative expenses, of $6,900 and $0 for the nine months ended September 30, 2022 and 2021.

11

The tables below present financial information associated with our lease.

	Balance Sheet	September 30,		December 31,
	Classification	2022		2021
Right-of-use assets	Other long-term assets	$	110,209	$	0
Current lease liabilities	Other current liabilities		26,837		0
Non-current lease liabilities	Other long-term liabilities		83,372		0

As of September 30, 2022, our maturities of our lease liability are as follows:   

	September 30, 2022
Maturity of lease liabilities	Operating Leases
2023	$	27,717
2024		27,717
2025		27,717
2026		27,717
2027		27,717
Thereafter		16,589
Total lease payments	$	155,174
Less: Imputed interest		(44,965	)
Present value of lease liabilities	$	110,209

NOTE 5 - PROPERTY AND EQUIPMENT

The following is a summary of property and equipment—at cost, less accumulated depreciation:

	September 30, 2022
Property and equipment		55,000
Total cost		55,000
Less accumulated depreciation		(2,742	)
Net, property and equipment	$	52,258

Depreciation expense for the nine months ended September 30, 2022 and 2021 was $2,742 and $0, respectively.

NOTE 6 - COMMON STOCK AND COMMON STOCK WARRANTS

Common Stock

The Company had authorized a total of 400,000,000 shares of Common Stock, par value $0.0001 as of December 31, 2017 for Elite Beverage International. However, Elite Performance Holding Corp. is now the successor company and as of December 31, 2019 there are 465,000,000 (Four Hundred Sixty-Five Million) shares authorized par value $0.0001.

Shares Registered in the S-1 Registration Statement

As of September 30, 2022, the Company has raised $1,250,000 (25,000,000 shares issued) through a registered offering for $1,250,000 which was registered with the SEC through an S1 registration statement which went effective on April 23, 2019.

Restricted Shares issued

On January 1, 2021, the Company entered into a royalty free trademark licensing agreement between Elite Beverage International Corp. and its subsidiary BYLT Performance LLC in consideration for 5,000,000 (valued par at $.0001 per share) shares in the amount of $500 which were issued April 29, 2021.

12

On January 21, 2021 we issued 4,176,000 common subscription shares to accredited investors in the amount of $208,800.

In 2021, we issued 3,287,000 shares of our common stock for services (consulting and advertising) valued at $160,547.

On October 1, 2021, we issued 60,000 shares of our common stock for a commitment fee valued at $3,000.

On October 1, 2021, we issued 400,000 shares of our common stock for patent acquisition valued at $20,000. For the year ended December 31, 2021, an impairment loss of $20,000 was recognized on this patent acquisition and recorded to other income (expense).

In November of 2021 we issued 1,110,000 shares of our common stock for our Reg D offering valued at $111,000 at a per share price of $0.10.

In the nine months ended September 30, 2022, we issued 14,010,000 common subscription shares to accredited investors for subscription agreements in the amount of $1,401,000.

In the nine months ended September 30, 2022, we issued 6,060,000 shares for services in the amount of $606,000 valued at $0.10 per share. In the nine months ended September 30, 2022, $53,500 or 535,000 shares to be issued for services.

In the nine months ended September 30, 2022, we recognized $140,000 in shares issued and to be issued for settlement of accounts payable valued at $0.10 per share for a total of 1,400,000 shares.

In the nine months ended September 30, 2022, we issued 20,000 shares in connection with a convertible note in the amount of $2,000 valued at $0.10 per share.

Common Stock Warrants

None.

NOTE 7 - PREFERRED STOCK

The Company has authorized a total of 35,000,000 Shares of Preferred Stock, $0.0001 par value, which may be issued from time to time and bearing such rights, privileges and preferences as shall be designated by the Board of Directors.  As of December 31, 2017, Elite Beverage International Corp had issued 10,000,000 Shares of Preferred Stock, designated as series A “Cumulative Preference ‘A’”, for $1,000.

10,000,000 Series A preferred which carries super voting rights. Each preferred share carries 20 votes.

On February 2, 2018 Elite Performance Holding Corp., owned and controlled by Firestone and McKenzie, acquired Elite Beverage International through a 1:1 preferred share exchange as follows. 10,000,000 Series A preferred shares of Elite Performance Holdings Corp. in exchange for 10,000,000 Series A preferred shares of Elite Beverage International Inc.

NOTE 8 - GOING CONCERN

The Company's consolidated 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. However, the Company has recently accumulated significant losses and has negative working capital. All of these items raise substantial doubt about its ability to continue as a going concern. Management's plans with respect to alleviating the adverse financial conditions that caused management to express substantial doubt about the Company's ability to continue as a going concern are as follows:

The Company is currently trying to raise new debt or equity to set up and market its line sports beverage products. If the Company is not successful in the development and implementation of a concept which produces positive cash flows from operations, the Company may be forced to continue to raise additional equity or debt financing to fund its ongoing obligations or risk ceasing doing business.

There can be no assurance that the Company will be able to achieve its business plans, raise any more required capital or secure the financing necessary to achieve its current operating plan. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations.

13

NOTE 9 – NOTE PAYABLE

On April 30, 2020 Elite Beverage International was approved for a loan for $201,352 through the Payment Protection Program with an interest of 0.98% per annum and a maturity date of April 23, 2022. Forgiveness in the amount of $105,867 was given on September 2, 2021, which was recorded as a gain on forgiveness on debt in the statement of operations. As of February 9, 2022, The SBA has paid off the balance of the PPP loan with the lender. The Company is waiting for formal confirmation from the SBA on the status of the loan balance and once received will record the forgiveness of the debt.

In the second quarter of 2022, the Company entered into a non-convertible, non-interest bearing advance for $10,000 from a third party. Monies to be paid back over the course of the next 12 months.

In July of 2022, the Company entered into a receivables and sale note payable agreement with a third party. The funded amount by the third party is $50,460, this amount is the purchase price less fees and is the net amount funded to the Company. This note will be paid back with 48 weekly installments of $1,332.50, for a total amount of $63,960 to be paid back. The note contains Original Issue Discount (OID) of $13,500 at issuance. As of September 30, 2022, the OID balance is $9,844, the Company has recorded $3,656 as interest expense for the nine months ended September 30, 2022 related to this OID.

Gain on debt forgiveness

In the third quarter of 2022, the Company entered into a settlement agreement with a vendor settling $12,000 of debt for 2 payments totaling $6,000, resulting in a gain on debt forgiveness of $6,000.

NOTE 10 – CONVERTIBLE NOTES PAYABLE

On January 7, 2019, we issued a convertible promissory note to David Stoccardo in the amount of $157,500 with an interest rate of 8% per annum and a maturity date of January 8, 2020. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. On January 17, 2019 the Company issued 400,000 shares of common stock in consideration for the execution of this note. These shares are restricted and subject to SEC Rule 144. These shares were valued at $20,000. This note also included an original discount fee of $7,500 and had an outstanding balance of $0 as of September 30, 2022. On May 14, 2019 we paid $5,000 of principal on this note and as of September 30, 2022 the outstanding balance was $152,500. On March 28, 2019 the Company issued David Stoccardo an additional convertible promissory note in the amount of $7,875, with the same terms as his convertible note issued on January 7, 2019. On July 5, 2022, the Company issued 20,000 shares to this note holder and recorded $2,000 as additional interest expense for these shares, valued at $0.10 per share. The balance of this note at September 30, 2022 is $0.

On December 4, 2019, we entered into a convertible promissory note in the amount of $189,000, with an interest rate of 8% per annum and a maturity date of December 4, 2020. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. This note included an original discount fee of $9,000. As of December 31, 2021 the balance on this debt discount was $0.We also issued 500,000 commitment shares valued at $25,000 on December 11, 2019 and recorded to debt discount. We amortized $1,712 for the year ended December 31, 2019, and $23,288 and $0 for the years ended December 31, 2020 and 2021 respectively. . The outstanding balance on this note as of Sepetember 30, 2022, was $189,000.

On January 17, 2020 we issued a convertible promissory note to The Hillyer Group Inc. in the amount of $157,500 with an interest rate of 8% per annum and a maturity date of January 17, 2021. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. On January 17, 2019 the Company issued 400,000 shares of common stock in consideration for the execution of this note. These shares are restricted and subject to SEC Rule 144. These shares were valued at $20,000 included an original discount fee of $7,500, which was recorded to debt discount. We amortized $26,452 and $1,048 during the years ended December 31, 2020 and 2021 respectively and $1,500 for the nine months ended September 30, 2022 leaving a balance of $42 and the convertible note had an outstanding balance of $157,500 as of September 30, 2022.

On July 21, 2021 we issued a convertible promissory note to Hillyer Group LLC. in the amount of $26,250 with an interest rate of 8% per annum and a maturity date of July 21, 2022. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. On July 21, we agreed to issued 60,000 shares of common stock in consideration for the execution of this note, which were subsequently issued on October 1, 2021. These shares are restricted and subject to SEC Rule 144. These shares were valued at $3,000 and recorded to debt discount. We amortized $1,458 of the debt discount for the year ended December 31, 2021 and $1,500 for the nine months ended September 30, 2022 leaving a balance of $42. This note also included an original discount fee of $1,250 recorded to debt discount, we amortized $547 recorded to interest expense during the year ended December 31, 2021 with a balance of $703 and $0 for the nine months ended September 30, 2022 with a balance of $83. The outstanding balance on the note was $26,250 as of September 30, 2022.

14

On September 16, 2021 we issued a convertible promissory note to Stout LLC. in the amount of $20,000 with an interest rate of 12% per annum and a maturity date of September 16, 2022. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. The outstanding balance on the note was $20,000 as of September 30, 2022.

Total interest expense including discount amortization on the above notes for the nine months ended September 30, 2022 was $79,908.

NOTE 11 - SUBSEQUENT EVENTS 

In accordance with ASC 855, the Company has analyzed its operations subsequent to September 30, 2022 through the date these consolidated financial statements were issued and has reported the following events:

As of September 30, 2022, to September 8, 2023, the Company has issued a total of 10,540,000 shares of common stock. Issuances were a combination of registered shares issued for subscription agreements related to the Company’s registered offering and restricted shares issued to consultants, endorsing athletes, and debt which includes the patent exclusivity and assignment mentioned above.

As of February 9, 2022 The SBA has paid off the balance of the PPP loan with the lendor. The company is waiting for formal confirmation from the SBA on the status of the loan balance.

In October of 2022, the Company issued 600,000 shares of common stock to “I Know a Dude, Inc.” owned by Laya Clark for outstanding debt of $60,000.

In April of 2023, the Company issued 400,000 shares of common stock to Erica Stump for outstanding debt of $40,000.

As of September 8, 2023, there were 130,001,300 shares of the registrant’s common stock, $0.0001 par value, issued and outstanding.

15

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

Forward-Looking Statements and Associated Risks.

This form 10-Q contains certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may”, “will”, “expect”, “believe”, “anticipate”, “estimate, or “continue” or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may participate; competition within our chosen industry, including competition from much larger competitors; technological advances and failure to successfully develop business relationships.

Based on our financial history since inception, our auditor has expressed substantial doubt as to our ability to continue as a going concern. As reflected in the accompanying consolidated financial statements, as of September 30, 2022, we had an accumulated deficit totaling ($6,555,605). This raises substantial doubts about our ability to continue as a going concern.

Business

The Company is currently producing a sports beverage like no other available on the market. Beyond Your Limit Training (B.Y.L.T.) is the first ready to drink (RTD) beverage of its kind to combine the benefits of hydration, endurance, mental focus, fat oxidation, and muscle recovery all-in-one great tasting beverage. BYLT (pronounced built) uses a proven proprietary formula that simultaneously hydrates, helps improves performance, promotes fat burning during exercise, and aids in muscle recovery after exertion. Whether you are looking to achieve optimal performance on the baseball field, basketball court, soccer field, in the gym or any competitive sport, BYLT provides the competitive edge every athlete actively seeks.  This unique product is designed with scientifically dosed key ingredients to bridge the gap between energy drinks, hydration beverages and dietary supplements, without the sugars and jitters from caffeine which eventually cause athletes to crash. BYLT is not only designed to help enhance performance and support the intense physical demand of athletes but is safe and backed by science.

The Company’s operations have been and continue to be affected by the recent and ongoing outbreak of the coronavirus disease (COVID-19) which in March 2020, was declared a pandemic by the World Health Organization (WHO.) The ultimate disruption which may be caused by the outbreak is uncertain; However, it may result in a material adverse impact on the Company’s financial position, operations, and cash flows. Possible areas that may be affected include, but are not limited to, disruption to the Company’s customers and revenue, labor workforce, unavailability of products and supplies used in operations, and the decline in value of assets held by the Company, including ingredient material, property and equipment.

Our future operations are contingent upon increasing revenues and raising capital for on-going operations and the anticipated expansion of our product lines. Because we have a limited operating history, you may experience difficulty in evaluating our business and future prospects.

Sales and Marketing

With its all-encompassing benefits and better-for-you ingredients, BYLT is positioned to succeed in a highly lucrative market due to being first to market, its superior product offering and an ideal market opportunity. The breakdown of favorable market trends that will help fuel the initial growth and long-term success of the Company include:

✓	Healthy living trends and lifestyles are continuing, creating a drive for better-for-you trends, active lifestyles, and a growing demand for industry products from everyday consumers.
✓	There are currently no other RTD beverages that combine the benefits of BYLT that athletes seek out. In order to achieve optimal nutrients, an athlete must take 3-4 supplements that are often packed with unhealthy additives such as sugars and caffeine.
✓	Sports Drinks accounted for 70% of the entire Fortified/Functional beverage industry and is expected to continue its growth during the next five years to become a $15 billon market by 2027.
✓	BYLT is also positioned in the Nutrition and Performance Drink Industry which generated a total revenue of $9 billion. Mintel estimates sales of the category to continue to grow reaching $15 billion by 2027.
✓	According to Statista, 36% of individuals in the U.S. purchase a ready to drink sports drink 1 – 2 times a week, while 15% purchase one over 10 times a week.
✓	There is high potential for customer loyalty in the industry and brands that deliver on their promised functional and health benefits usually keep loyal core consumers.

16

The Company retained key executives for nationwide sales and distribution of their first to market sports drink. The executive team is comprised of former seasoned Coca-Cola, PepsiCo and Dr. Pepper executives that have over 120 years of combined experience in the beverage industry. Previous clients include: Coca-Cola, Bolthouse Farms, Cinnabon, Nestle Waters, Honest, Celsius and others. The Company will launch its products in a series of region expansions, as shown in the figure below.

Figure 1: Map of BYLT Roll Out Strategy

Corporate Information

Elite Performance Holding Corp

3301 NE 1^st Ave Suite M704

Miami, FL 33137

Corporate History

Elite Performance Holding Corp. (the “Company”) was originally incorporated on January 30, 2018 in the State of Nevada.  On February 2, 2018, Joey Firestone and Jon McKenzie each assigned 50,000,000 shares of Elite Beverage International Corp. to the Company, via a Contribution and Assignment Agreement, making Elite Beverage International Corp. our wholly owned operating subsidiary.  

Results for the Three and nine Months Ended September 30, 2022 Compared to The Three and nine Months Ending September 30, 2021.

Operating Revenues

The Company’s revenues were $19,596 for the three months ended September 30, 2022, compared to $0 for the three months ended September 30, 2021.

Gross Profit (Loss)

For the three months ended September 30, 2022, the Company’s gross profit (loss) was ($21,778) compared to ($36,770) for the three months ended September 30, 2021.

Our gross profit (loss) could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials. 

17

General and Administrative Expenses

For the three months ended September 30, 2022, general and administrative expenses were $222,789 compared to $69,259 for the three months ended September 30, 2021, an increase of $153,530. This increase was due to hiring more staff.

Advertising Expense

For the three months ended September 30, 2022, advertising expenses were $80,545 compared to $1,883 for the three months ended September 30, 2021, an increase of $78,662. This increase was due to marketing spend for the brand.

Legal and Accounting Expense

For the three months ended September 30, 2022, Legal and Accounting expenses were $92,320 compared to $31,451 for the three months ended September 30, 2021, an increase of $60,869. This increase was due to more legal work done the last several months

Consulting expense

For the three months ended September 30, 2022, Consulting expenses were $370,421 compared to $36,250 for the three months ended September 30, 2021, an increase of $334,171. This increase was due to hiring more staff to expand distribution.

Gain on forgiveness of PPP loan

For the three months ended September 30, 2022, gain on forgiveness of PPP loan was $0 compared to $105,867 for the three months ended September 30, 2021, this decrease was due to no PPP loans being forgiven in 2022.

Gain on debt forgiveness

For the three months ended September 30, 2022, gain on debt forgiveness was $6,000 compared to $0 for the three months ended September 30, 2021. In 2022 a debt of $12,000 was resolved with the payment of $6,000.

Interest Expense

For the three months ended September 30, 2022, Interest expenses were ($29,699) compared to ($25,187) for the three months ended September 30, 2021, an increase of $4,512.

Net Loss

Our net loss for the three months ended September 30, 2022, was ($811,552) compared to ($94,933) for the three months ended September 30, 2021, an increase of $716,619. This increase was due primarily from the aforementioned increases in expenses.

Operating Revenues

The Company’s revenues were $22,197 for the nine months ended September 30, 2022, compared to $1,605 for the nine months ended September 30, 2021, an increase of $20,592. This increase was due to having more inventory of finished goods.

Gross Profit (Loss)

For the nine months ended September 30, 2022, the Company’s gross profit (loss) was ($80,656) compared to ($41,013) for the nine months ended September 30, 2021, an increase of $39,643. This increase was due to more expenses to market and distribute the brand.

Our gross profits could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials. 

General and Administrative Expenses

For the nine months ended September 30, 2022, general and administrative expenses were $465,922 compared to $234,772 for the nine months ended September 30, 2021, an increase of $231,150. This increase was due to hiring more staff

18

Advertising Expense

For the nine months ended September 30, 2022, advertising expenses were $162,500 compared to $46,925 for the nine months ended September 30, 2021, an increase of $115,575. This increase was due to more marketing for the brand.

Legal and Accounting Expense

For the nine months ended September 30, 2022, Legal and Accounting expenses were $187,366 compared to $83,202, for the nine months ended September 30, 2021, an increase of $104,164. This increase was due to more legal work being done

Consulting expense

For the nine months ended September 30, 2022, Consulting expenses were $995,321 compared to $274,680 for the nine months ended September 30, 2021, an increase of $720,641. This increase was due to hiring more consultants to distribute the brand.

Gain on forgiveness of PPP loan

For the nine months ended September 30, 2022, gain on forgiveness of PPP loan was $0 compared to $105,867 for the nine months ended September 30, 2021, this decrease was due to no PPP loans being forgiven in 2022.

Gain on debt forgiveness

For the nine months ended September 30, 2022, gain on debt forgiveness was $6,000 compared to $0 for the nine months ended September 30, 2021. In 2022 a debt of $12,000 was resolved with the payment of $6,000.

Interest Expense

For the nine months ended September 30, 2022, interest expenses were ($79,908) compared to ($70,922) for the nine months ended September 30, 2021, an increase of $8,986.

Net Loss

Our net loss for the nine months ended September 30, 2022, was ($1,965,673) compared to ($645,647) for the nine months ended September 30, 2021, an increase of $1,320,026. This increase was due primarily from the aforementioned increases in expenses.

Liquidity and Capital Resources

The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. Since its inception, the Company has been funded by related parties through capital investment and borrowing of funds.

At September 30, 2022, the Company had total current assets of $272,810 compared to $10,220 at December 31, 2021. 

At September 30, 2022, the Company had total current liabilities of $1,998,320 compared to $1,903,463 at September 30, 2021. 

We had working capital deficit of $1,725,510 as of September 30, 2022, compared to $1,893,243 as of December 31, 2021.

Cashflow from Operating Activities

During the nine months ended September 30, 2022, cash provided by (used in) operating activities was ($1,387,984) compared to ($244,052) for the nine months ending September 30, 2021. Cash used in operating activities for the nine months ended September 30, 2022, was primarily the result of a $1,965,673 net loss, a $247,373 increase in inventory, offset by $659,500 of shares issued for services.

Cashflow from Investing Activities

During the nine months ended September 30, 2022, cash used in investing activities was $55,000 compared to $0 for the nine months ended September 30, 2021.

19

Cashflow from Financing Activities

During the nine months ended September 30, 2022, cash provided by financing activities was $1,454,138 compared to $243,800 for the nine months ending September 30, 2021. Cash provided by financing activities for the nine months ended September 30, 2022 was primarily the result of proceeds from sales of common stock.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Going Concern

Our consolidated financial statements for the period ended September 30, 2022, have been prepared on a going concern basis and Note 8 to the financial statements identifies issues that raise substantial doubt about our ability to continue as a going concern. Our consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Recently Issued Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial position or results of operations upon adoption.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

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

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer/principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

Management has carried out an evaluation of the effectiveness of the design and operation of our company’s disclosure controls and procedures. Due to the lack of personnel and outside directors, management acknowledges that there are deficiencies in these controls and procedures. The Company anticipates that with further resources, the Company will expand both management and the board of directors with additional officers and independent directors in order to provide sufficient disclosure controls and procedures.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended September 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

20

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations.  There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

The company discovered in September of 2021 that BYLT Basics, LLC, a party that it settled a previous trademark litigation case with, is in breach of its settlement agreement and sent a notice of breach to said party. The underlying matter is a trademark dispute for the mark B.Y.L.T. (Reg 6548069) of which the company also filed two oppositions of the party’s trademarks at the Trademark Trial and Appeal Board. Attorneys are in contact and being reviewed by TTAB which will determine if litigation is in order.

ITEM 1A. RISK FACTORS

There were no material changes during the period covered by this report to the risk factors previously disclosed in our S-1 Registration filed on October 2, 2018 (as amended) and declared Effective on April 23, 2019. Additional risks not presently known, or that we currently deem immaterial, also may have a material adverse effect on our business, financial condition and results of operations.

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

On January 1, 2021, the Company entered into a royalty free trademark licensing agreement between Elite Beverage International Corp. and its subsidiary BYLT Performance LLC in consideration for 5,000,000 (valued par at $.0001 per share) shares in the amount of $500 which were issued April 29, 2021.

On January 21, 2021 we issued 4,176,000 common subscription shares to accredited investors in the amount of $208,800.

In 2021, we issued 3,287,000 shares of our common stock for services (consulting and advertising) valued at $160,547.

On October 1, 2021, we issued 60,000 shares of our common stock for a commitment fee valued at $3,000.

On October 1, 2021, we issued 400,000 shares of our common stock for patent acquisition valued at $20,000. For the year ended December 31, 2021, an impairment loss of $20,000 was recognized on this patent acquisition and recorded to other income (expense).

In November of 2021 we issued 1,110,000 shares of our common stock for our Reg D offering valued at $111,000 at a per share price of $.10.

In the nine months ended September 30, 2022, we issued 14,010,000 common subscription shares to accredited investors for subscription agreements in the amount of $1,401,000.

In the nine months ended September 30, 2022, we issued 6,060,000 shares for services in the amount of $606,000 valued at $0.10 per share. In the nine months ended September 30, 2022, we have $53,500 or 535,000 shares to be issued for services.

In the nine months ended September 30, 2022, we recognized $140,000 in shares issued and to be issued for settlement of accounts payable valued at $.10 per share for a total of 1,400,000 shares.

In the nine months ended September 30, 2022, we issued 20,000 shares in connection with a convertible note in the amount of $2,000 valued at $0.10 per share.

For the six months ended as of June 30, 2023, we issued (to be issued) shares for subscriptions:

100,000 shares in connection with our Regulation D offering in the amount of $10,000 valued at $0.10 per share.

500,000 shares in connection with our Regulation D offering in the amount of $50,000 valued at $0.10 per share.

90,000 shares issued in connection with our Regulation D offering in the amount of $9,000 valued at $0.10 per share.

40,000 shares in connection with our Regulation D offering in the amount of $4,000 valued at $0.10 per share.

For the six months ended as of June 30, 2023, we issued (to be issued) shares for services:

100,000 shares issued in the amount of $10,000 valued at $0.10 per share.

30,000 shares issued in the amount of $3,000 valued at $0.10 per share.

30,000 shares issued in the amount of $3,000 valued at $0.10 per share.

500,000 shares issued in the amount of $50,000 valued at $0.10 per share.

21

For the six months ended as of June 30, 2023, we issued (to be issued) shares for convertible debt:

20,000 shares issued in the amount of $10,000 valued at $0.50 per share.

100,000 shares issued in the amount of $25,000 valued at $0.25 per share.

As of June 30, 2023 we had 129,391,300 common shares outstanding

From July 1, 2023 to August 31, 2023, the Company has issued a total of 610,000 shares of common stock for consulting services provided.

As of September 8, 2023, there were 130,001,300 shares of the registrant’s common stock, $.0001 par value, issued and outstanding.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

22

ITEM 6. EXHIBITS

Exhibits. The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

31.1	Certification of Chief Executive Officer Pursuant to Rule 13a–14(a) or 15d-14(a) of the Securities Exchange Act of 1934
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934
32.1	Certification of Chief Executive Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Financial Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document (1)
101.SCH	XBRL Taxonomy Extension Schema Document (1)
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document (1)
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document (1)
101.LAB	XBRL Taxonomy Extension Label Linkbase Document (1)
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document (1)

______________________

(1) Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

23

SIGNATURES

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

	ELITE PERFORMANCE HOLDING CORP.
	(Registrant)
Dated: September 8, 2023	By:	/s/ Joey Firestone
		Joey Firestone
		(Chief Executive Officer, Chief Financial Officer, Principal Financial Officer, Principal Accounting Officer)

24