1606 (CBDW) 10-Q 14 Nov 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 10, 2022
Cover [Abstract]
Entity Registrant Name	1606 Corp.
Entity Central Index Key	0001877461
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Sep. 30, 2022
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		37,103,394
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-53425
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	86-1497346
Entity Address Address Line 1	2425 E. Camelback Rd Suite 150
Entity Address City Or Town	Phoenix
Entity Address State Or Province	AZ
Entity Address Postal Zip Code	85016
City Area Code	602
Local Phone Number	481-1544
Entity Interactive Data Current	Yes

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Current Assets:
Cash	$ 1,543	$ 9,543
Inventory	113,109	31,449
Total Assets	114,652	40,992
Current Liabilities:
Note Payable to related party	655,050	195,050
Current portion of long-term Note Payable to related party	63,456	27,034
Total current liabilities	718,506	222,084
Note Payable to related party - long-term, net of current portion	0	36,422
Total Liabilities	718,506	258,506
Undesignated Preferred Stock, par value $0.0001; 40,000,000 authorized; no shares issued and outstanding as of September 30, 2022 and December 31, 2021	0	0
Common Stock, par value $0.0001 per share, 5,000,000,000 shares authorized, 37,103,394 shares issued and outstanding as of September 30, 2022 and December 31, 2021.	3,710	3,710
Additional paid-in capital	74,374	74,374
Accumulated deficit	(687,601)	(301,261)
Total Stockholders' Deficit	(603,854)	(217,514)
Total Liabilities and Stockholders' Deficit	114,652	40,992
Series A Preferred Stock [Member]
Current Liabilities:
Class A Convertible Preferred Stock, par value $0.0001 per share, 60,000,000 shares authorized; 56,635,000 shares issued and outstanding as of September 30, 2022 and December 31, 2021	$ 5,663	$ 5,663

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	5,000,000,000	5,000,000,000
Common stock, shares issued	37,103,394	37,103,394
Common stock, shares outstanding	37,103,394	37,103,394
Undesignated Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	40,000,000	40,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Class A Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	60,000,000	60,000,000
Preferred stock, shares issued	56,635,000	56,635,000
Preferred stock, shares outstanding	56,635,000	56,635,000

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
CONDENSED STATEMENTS OF OPERATIONS (unaudited)
Revenues, net of discounts	$ 3,762	$ 3,218	$ 13,064	$ 26,410
Cost of goods sold	(2,480)	(3,004)	(5,716)	(20,369)
Gross profit	1,282	214	7,348	6,041
Operating expenses:
Selling, general and administrative	120,285	103,636	393,688	210,097
Total operating expenses	120,285	103,636	393,688	210,097
Loss before Income tax	(119,003)	(103,422)	(386,340)	(204,056)
Income tax expense (benefit)	0	0	0	0
Net loss	$ (119,003)	$ (103,422)	$ (386,340)	$ (204,056)
Net loss per share - basic and diluted	$ 0	$ 0	$ (0.01)	$ (0.01)
Weighted average shares outstanding - basic and diluted	37,103,394	37,089,102	37,103,394	37,089,102

CONDENSED STATEMENTS OF STOCKHO

CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY AND PARENTS NET INVESTMENT (unaudited) - USD ($)	Total	Class A Convertible Preferred Stock [Member] | One	Common Stock	Additional Paid-In Capital	Net Parent Investment	Retained Earnings (Accumulated Deficit)
Balance, amount at Dec. 31, 2020	$ 50,347	$ 0	$ 0	$ 0	$ 50,347	$ 0
Net loss	(14,701)	0	0	0	(14,701)	0
Transfers from parent	5,648	0	0	0	5,648	0
Balance, amount at Mar. 31, 2021	41,294	0	0	0	41,294	0
Balance, amount at Dec. 31, 2020	50,347	$ 0	$ 0	0	50,347	0
Net loss	204,056
Balance, shares at Sep. 30, 2021		56,635,000	37,103,394
Balance, amount at Sep. 30, 2021	(114,355)	$ 5,663	$ 3,710	65,627	0	(189,355)
Balance, amount at Mar. 31, 2021	41,294	0	0	0	41,294	0
Net loss	(85,933)	0	0	0	0	(85,933)
Issuance of note to former parent, SinglePoint	(41,294)	$ 0	0	0	(41,294)	0
Preferred stock distributed in connection with spinoff, April 7, 2021, shares		59,000,000
Preferred stock distributed in connection with spinoff, April 7, 2021, amount	0	$ 5,900	0	(5,900)	0	0
Preferred stock canceled, shares		(2,365,000)
Preferred stock canceled, amount	0	$ (237)	$ 0	237	0	0
Common stock distributed in connection with spinoff, April 7, 2021, shares			36,953,388
Common stock distributed in connection with spinoff, April 7, 2021, amount	0		$ 3,695	(3,695)
Common stock issued for cash, shares			150,000
Common stock issued for cash, amount	75,000		$ 15	74,985
Common stock DTCC correction, shares			6
Common stock DTCC correction, amount	0	$ 0	$ 0	0	0	0
Balance, shares at Jun. 30, 2021		56,635,000	37,103,394
Balance, amount at Jun. 30, 2021	(10,933)	$ 5,663	$ 3,710	65,627	0	(85,933)
Net loss	(103,422)	$ 0	$ 0	0	0	(103,422)
Balance, shares at Sep. 30, 2021		56,635,000	37,103,394
Balance, amount at Sep. 30, 2021	(114,355)	$ 5,663	$ 3,710	65,627	0	(189,355)
Balance, shares at Dec. 31, 2021		56,635,000	37,103,394
Balance, amount at Dec. 31, 2021	(217,514)	$ 5,663	$ 3,710	74,374	0	(301,261)
Net loss	(145,766)	$ 0	$ 0	0	0	(145,766)
Balance, shares at Mar. 31, 2022		56,635,000	37,103,394
Balance, amount at Mar. 31, 2022	(363,280)	$ 5,663	$ 3,710	74,374	0	(447,027)
Balance, shares at Dec. 31, 2021		56,635,000	37,103,394
Balance, amount at Dec. 31, 2021	(217,514)	$ 5,663	$ 3,710	74,374	0	(301,261)
Net loss	386,340
Balance, shares at Sep. 30, 2022		56,635,000	37,103,394
Balance, amount at Sep. 30, 2022	(603,854)	$ 5,663	$ 3,710	74,374	0	(687,601)
Balance, shares at Mar. 31, 2022		56,635,000	37,103,394
Balance, amount at Mar. 31, 2022	(363,280)	$ 5,663	$ 3,710	74,374	0	(447,027)
Net loss	(121,571)	$ 0	$ 0	0	0	(121,571)
Balance, shares at Jun. 30, 2022		56,635,000	37,103,394
Balance, amount at Jun. 30, 2022	(484,851)	$ 5,663	$ 3,710	74,374	0	(568,598)
Net loss	(119,003)	$ 0	$ 0	0	0	(119,003)
Balance, shares at Sep. 30, 2022		56,635,000	37,103,394
Balance, amount at Sep. 30, 2022	$ (603,854)	$ 5,663	$ 3,710	$ 74,374	$ 0	$ (687,601)

CONDENSED STATEMENTS OF CASH FL

CONDENSED STATEMENTS OF CASH FLOWS (unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net loss	$ (386,340)	$ (204,056)
Changes in operating assets and liabilities:
Accounts receivable	0	8,747
Inventory	(81,660)	0
Net cash used in operating activities	(468,000)	(195,309)
Cash flows from investing activities:
Net cash provided by investing activities	0	0
Cash flows from financing activities:
Advance from (to) parent	0	33,600
Note Payable to Shareholder	460,000	100,050
Proceeds from sale of common stock	0	75,000
Net cash provided by financing activities	460,000	208,650
Net Change in Cash	(8,000)	13,341
Cash, beginning of the period	9,543	0
Cash, end of the period	1,543	13,341
Supplemental Disclosure of Cash Flows Information:
Note payable to related party for purchase of assets	0	63,456
Preferred stock issued in connection with the spin-off	0	5,900
Preferred stock cancelled	0	(237)
Common stock issued in connection with the spin-off	$ 0	$ 3,695

DESCRIPTION OF BUSINESS AND BAS

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2022
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Corporate History 1606 Corp. (“1606” or the “Company”) was formed in February 2021 and was a division of SinglePoint Inc. (“SinglePoint”) until April 2021, when SinglePoint spun off 1606 whereby each holder of common stock and Class A Preferred Stock of SinglePoint received one share of unregistered and restricted common stock and Class A Preferred Stock of the Company for each such shared owned of SinglePoint. Business 1606 is an early-stage sales marketing company focused on the domestic hemp cigarette (aka pre-roll) market. The Company currently sells hemp products through individual online sales and used to distribute hemp products to distributors, convenience stores, and smoke shops in multiple states. The Company’s 1606 Original brand launched in December 2019, with its pre-roll cigarette sales beginning in January 2021. Going Concern The financial statements have been prepared assuming that the Company will continue as a going concern. As of September 30, 2022, the Company has yet to achieve significant profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve viable operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue in existence is dependent on its ability to develop its business and to achieve profitable operations. Since the Company does not anticipate achieving profitable operations and/or adequate cash flows in the near term, management will continue to pursue additional equity financing through private placements of the Company’s common stock.

BASIS OF PRESENTATION AND SUMMA

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2022
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – Basis of Presentation The accompanying condensed financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position as of September 30, 2022 and December 31, 2021, and the results of the Company’s operations for the interim periods presented. We follow the same accounting policies when preparing quarterly financial data as we use for preparing annual data. These statements should be read in conjunction with the financial statements and the notes included in our latest annual report on Form 10-K for the year ended December 31, 2021, and our other reports on file with the Securities and Exchange Commission (“SEC”). Management believes the assumptions underlying the Company’s standalone financial statements are reasonable. Nevertheless, the financial statements may not include all of the actual expenses that would have been incurred had the Company operated as a standalone company during the periods presented, and may not reflect the Company’s results of operations, financial position and cash flows had the Company operated as a standalone company during the periods presented. Actual costs that would have been incurred if the Company had operated as a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas. SinglePoint used a centralized approach to cash management and financing its operations, including the operations of the Company. Accordingly, none of the cash and cash equivalents of SinglePoint have been allocated to the Company in the financial statements. Transactions between SinglePoint and the Company are accounted for through Parent’s Net Investment. The expenses of the Company for the three months ended March 31, 2021, have been allocated by management between the Company and SinglePoint based either on specific attribution of those expenses or, where necessary and appropriate, based on management’s best estimate of an appropriate proportional allocation. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results may differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments with an original maturity of three months or less. Accounts Receivable and Credit Policy Trade receivables due from customers are uncollateralized customer obligations due under normal trade terms requiring payment within 30 days from the invoice date. Management of the Company considers all receivables collectable. Uncollectable accounts are charged to expense when the account is determined to be uncollectable. The allowance is provided based upon a review of the individual accounts outstanding, prior history of uncollectable accounts receivable and existing economic conditions. At September 30, 2022, and December 31, 2021, the allowance for doubtful accounts balance is $0 and $0, respectively. Inventory Inventories are valued at the lower of cost (first in, first out basis) or market, and consist primarily of hemp products. The Company’s inventory as of September 30, 2022 and December 31, 2021 consisted of finished hemp products. At each balance sheet date, the Company evaluates inventories for excess quantities, obsolescence, or shelf-life expiration. This evaluation includes analysis of historical sales levels by product, projections of future demand and the risk of technological or competitive obsolescence for products. To the extent that management determines there is excess or obsolete inventory or quantities with a shelf life that is too near its expiration for the Company to reasonably expect that it can sell those products prior to their expiration, the Company adjusts the carrying value of this inventory to estimated net realizable value. Revenue Recognition The Company derives its revenues primarily from the sale of hemp products. The Company adopted ASC 606, Revenue From Contracts With Customers Revenues are recognized when control of these products is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products. Sales and other taxes the Company collect concurrent with revenue-producing activities are excluded from revenue. Any shipping and handling fees charged to customers are reported within revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company does not have any significant financing components as payment is received at or shortly after the point of sale. Costs incurred to obtain a contract will be expensed as incurred when the amortization period is less than a year. Cost of Goods Sold and Selling, General and Administrative Expenses Costs associated with the production and procurement of product are included in cost of goods sold, including shipping and handling costs such as inbound freight costs, purchasing and receiving costs, inspection costs and other product procurement related charges. All other expenses are included in selling, general and administrative expenses, as the predominant expenses associated therewith are general and administrative in nature. Income taxes Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities at the applicable tax rates. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates. Income taxes (continued) Tax benefits are recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained upon examination by a tax authority and based upon the technical merits of the tax position. The tax benefit recognized in the financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. An unrecognized tax benefit, or a portion thereof, is presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. Net Loss Per Common Share a. Basic loss per share data is computed using the weighted-average number of shares of common stock outstanding during the period. Diluted loss per share data is computed using the weighted-average number of common and dilutive common-equivalent shares outstanding during the period. Dilutive common-equivalent shares consist of shares that would be issued upon the exercise of stock options and other common stock equivalents, computed using the treasury stock method, and are excluded from the calculation of weighted average dilutive common shares, to the extent they are issued and outstanding, because their effect would be anti-dilutive. The number of potentially dilutive shares excluded from the calculation of diluted earnings per share were 2,265,400 related to the Company’s Class A Preferred Stock. These shares were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive. b. At September 30, 2022, 37,103,394 shares of the Company’s Common Stock were outstanding. This share amount is being utilized for the calculation of basic and diluted earnings per share for the three and nine months ended September 30, 2022. Immediately following the Spin-Off 36,953,394 shares of Common Stock were outstanding. This amount is being utilized for the calculation of the basic and diluted earnings per share for all periods presented prior to the Spin-Off as no common stock was outstanding prior to the date of the Spin-Off. For the nine months ended September 30, 2021 calculation, these shares are treated as issued and outstanding from January 1, 2021, for purposes of calculating historical basic and diluted earnings per share. Basic loss per share data for each period presented is computed using the weighted-average number of shares of common stock outstanding during each such period. Diluted loss per share data is computed using the weighted-average number of common and dilutive common-equivalent shares outstanding during each period. Dilutive common-equivalent shares consist of: (a) shares that would be issued upon the exercise of stock options and warrants, computed using the treasury stock method; and (b) shares of non-vested restricted stock. There are no shares that are excluded from the calculation of weighted average dilutive common shares. Selling and Marketing Selling and Marketing costs are expensed as incurred and are reported under selling, general and marketing in the accompanying statements of operations. Such costs were $33,264 and $2,747 for the three months ended September 30, 2022, and 2021, respectively, and $98,942 and $5,770 for the nine months ended September 30, 2022 and 2021, respectively. Fair value measurements Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources, while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The basis for fair value measurements for each level within the hierarchy is described below: Level 1 Level 2 Level 3 The Company considers the carrying amounts of its financial instruments (cash and accounts receivable) in the balance sheet to approximate fair value because of the short-term or highly liquid nature of these financial instruments. Segment reporting The Company operates in one business segment. As a result, the Company’s operations are a single reportable segment, which is consistent with the Company’s internal management reporting. Subsequent Events The Company has evaluated all subsequent events from September 30, 2022, through the date of filing of this report. See Note 6 for disclosure of subsequent events. Recent Accounting Pronouncements The Company, as an emerging growth company, has elected to take advantage of the benefits of the extended transition period provided for in Section 7(a)(2)(B) of The Securities Act of 1933, for complying with new or revised accounting standards, which allows us to defer adoption of certain accounting standards until those standards would otherwise apply to private companies unless otherwise noted.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2022
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 3 – RELATED PARTY TRANSACTIONS Related Party Transactions During the three and nine months ended September 30, 2022, the Company borrowed $120,000 and $460,000, respectively, in a series of cash deposits, from the Company’s Chief Executive Officer (“CEO”) in exchange for the issuance of a promissory note. The note does not bear interest and is due in a lump sum payment on May 31, 2023. In June 2021, the Company entered into an Asset Purchase Agreement with SinglePoint to purchase certain assets in exchange for the issuance of a promissory note (the “Note”) for $63,456 with SinglePoint. The Note bears interest at 5%, has a three-year term, and is due in monthly installments of $1,902 beginning August 1, 2021. The Company has not made any payments on the Note and is currently in default. On April 28, 2021, the Company sold a total of 150,000 shares of common stock to three individuals who are children of the Company’s CEO and Sole Director. Each individual paid $25,000 and was issued 50,000 shares of common stock.

CAPITAL STOCK

CAPITAL STOCK	9 Months Ended
	Sep. 30, 2022
CAPITAL STOCK
CAPITAL STOCK	NOTE 4 – CAPITAL STOCK Capital Stock The Company’s authorized capital stock consists of 5,000,000,000 shares of Common Stock, $0.0001 par value per share and 100,000,000 shares of Preferred Stock, $0.0001 par value per share. 60,000,000 The holders of common stock are entitle shares of Preferred Stock have been designated as Class A Convertible Preferred Stock (the “Class A Preferred Stock”). Common Stock The holders of Common Stock are entitled to one vote for each share held. The affirmative vote of a majority of votes cast at a meeting which commences with a lawful quorum is sufficient for approval of most matters upon which shareholders may or must vote, including the questions presented for approval or ratification at the Annual Meeting. However, an amendment of the articles of incorporation requires the affirmative vote of a majority of the total voting power for approval. Common shares do not carry cumulative voting rights, and holders of more than 50% of the Common Stock have the power to elect all directors and, as a practical matter, to control the Company. Holders of Common Stock are not entitled to preemptive rights, and the Common Stock may only be redeemed at our election. Preferred Stock As of September 30, 2022, the Company had 100,000,000 authorized shares of preferred stock, par value $0.0001 per share, of which 60,000,000 were designated Class A Preferred Stock. The Company has 56,635,000 shares of Class A Preferred Stock outstanding, of which 31,230,000 shares of Class A Preferred Stock are held by the Company’s CEO. The former officers and directors of Singlepoint hold the remaining shares of the Class A Preferred Stock. The Class A Preferred Stock has the following material rights and preferences (as is more fully set forth in the Certificate of Designation of the Class A Preferred Stock). Ranking The Class A Preferred Stock ranks, as to dividends and upon liquidation, senior and prior to the Common Stock of the Company. Liquidation In the event of liquidation, dissolution or winding up of the Company, the holders of the Class A Preferred Stock are entitled, out of the assets of the Company legally available for distribution, to receive, before any payment to the holders of shares of Common Stock or any other class or series of stock ranking junior, and amount per share equal to $1.00. Voting Each share of Class A Preferred Stock entitles the holder thereof to 50 votes on any matters requiring a shareholder vote of the Company. Conversion Each share of our Class A Preferred Stock is convertible into Common Stock on a one-for-25 basis at the option of the holder.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2022
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 5 – COMMITMENTS AND CONTINGENCIES Legal Proceedings and Other Claims From time to time, we are a party to claims and actions for matters arising out of our business operations. We regularly evaluate the status of the legal proceedings and other claims in which we are involved to assess whether a loss is probable or there is a reasonable possibility that a loss, or an additional loss, may have been incurred and determine if accruals are appropriate. If accruals are not appropriate, we further evaluate each legal proceeding to assess whether an estimate of possible loss or range of possible loss can be made for disclosure. Although the outcome of claims and litigation is inherently unpredictable, we believe that we have adequate provisions for any probable and estimable losses. It is possible, nevertheless, that our consolidated financial position, results of operations or liquidity could be materially and adversely affected in any particular period by the resolution of a claim or legal proceeding. Legal expenses related to defense, negotiations, settlements, rulings, and advice of outside legal counsel are expensed as incurred Employment Agreement In May 2021, the Company entered into an employment agreement with Mr. Lambrecht. The agreement provides that Mr. Lambrecht would serve as Chief Executive Officer Company for a term of three years at an annual salary of Two Hundred Fifty Thousand Dollars ($250,000), and an incentive bonus as determined by the Board of Directors. The agreement automatically renews for additional six-month periods unless either party has provided written termination of this Agreement at least 90 days prior to the expiration of such term. In June 2021, the Company entered into an employment agreement with Austen Lambrecht, who is a son of the Company’s CEO. The agreement provided that Austen Lambrecht would serve as Vice President - Operations for a term of three years at an annual salary of Sixty Thousand Dollars ($60,000), and an incentive bonus as determined by the Board of Directors. The agreement automatically renews for additional six-month periods unless either party has provided written termination of this Agreement at least 90 days prior to the expiration of such term. Both executives have agreed to waive their rights to payment of any amounts due but unpaid under these employment contracts.

BASIS OF PRESENTATION AND SUM_2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2022
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	The accompanying condensed financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position as of September 30, 2022 and December 31, 2021, and the results of the Company’s operations for the interim periods presented. We follow the same accounting policies when preparing quarterly financial data as we use for preparing annual data. These statements should be read in conjunction with the financial statements and the notes included in our latest annual report on Form 10-K for the year ended December 31, 2021, and our other reports on file with the Securities and Exchange Commission (“SEC”). Management believes the assumptions underlying the Company’s standalone financial statements are reasonable. Nevertheless, the financial statements may not include all of the actual expenses that would have been incurred had the Company operated as a standalone company during the periods presented, and may not reflect the Company’s results of operations, financial position and cash flows had the Company operated as a standalone company during the periods presented. Actual costs that would have been incurred if the Company had operated as a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas. SinglePoint used a centralized approach to cash management and financing its operations, including the operations of the Company. Accordingly, none of the cash and cash equivalents of SinglePoint have been allocated to the Company in the financial statements. Transactions between SinglePoint and the Company are accounted for through Parent’s Net Investment. The expenses of the Company for the three months ended March 31, 2021, have been allocated by management between the Company and SinglePoint based either on specific attribution of those expenses or, where necessary and appropriate, based on management’s best estimate of an appropriate proportional allocation.
Use of Estimates	The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results may differ from those estimates.
Cash and Cash Equivalents	Cash and cash equivalents consist of highly liquid investments with an original maturity of three months or less.
Accounts Receivable and Credit Policy	Trade receivables due from customers are uncollateralized customer obligations due under normal trade terms requiring payment within 30 days from the invoice date. Management of the Company considers all receivables collectable. Uncollectable accounts are charged to expense when the account is determined to be uncollectable. The allowance is provided based upon a review of the individual accounts outstanding, prior history of uncollectable accounts receivable and existing economic conditions. At September 30, 2022, and December 31, 2021, the allowance for doubtful accounts balance is $0 and $0, respectively.
Inventory	Inventories are valued at the lower of cost (first in, first out basis) or market, and consist primarily of hemp products. The Company’s inventory as of September 30, 2022 and December 31, 2021 consisted of finished hemp products. At each balance sheet date, the Company evaluates inventories for excess quantities, obsolescence, or shelf-life expiration. This evaluation includes analysis of historical sales levels by product, projections of future demand and the risk of technological or competitive obsolescence for products. To the extent that management determines there is excess or obsolete inventory or quantities with a shelf life that is too near its expiration for the Company to reasonably expect that it can sell those products prior to their expiration, the Company adjusts the carrying value of this inventory to estimated net realizable value.
Revenue Recognition	The Company derives its revenues primarily from the sale of hemp products. The Company adopted ASC 606, Revenue From Contracts With Customers Revenues are recognized when control of these products is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products. Sales and other taxes the Company collect concurrent with revenue-producing activities are excluded from revenue. Any shipping and handling fees charged to customers are reported within revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company does not have any significant financing components as payment is received at or shortly after the point of sale. Costs incurred to obtain a contract will be expensed as incurred when the amortization period is less than a year.
Cost of Goods Sold and Selling, General and Administrative Expenses	Costs associated with the production and procurement of product are included in cost of goods sold, including shipping and handling costs such as inbound freight costs, purchasing and receiving costs, inspection costs and other product procurement related charges. All other expenses are included in selling, general and administrative expenses, as the predominant expenses associated therewith are general and administrative in nature.
Income Taxes	Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities at the applicable tax rates. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates. Tax benefits are recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained upon examination by a tax authority and based upon the technical merits of the tax position. The tax benefit recognized in the financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. An unrecognized tax benefit, or a portion thereof, is presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed.
Net Loss Per Common Share	a. Basic loss per share data is computed using the weighted-average number of shares of common stock outstanding during the period. Diluted loss per share data is computed using the weighted-average number of common and dilutive common-equivalent shares outstanding during the period. Dilutive common-equivalent shares consist of shares that would be issued upon the exercise of stock options and other common stock equivalents, computed using the treasury stock method, and are excluded from the calculation of weighted average dilutive common shares, to the extent they are issued and outstanding, because their effect would be anti-dilutive. The number of potentially dilutive shares excluded from the calculation of diluted earnings per share were 2,265,400 related to the Company’s Class A Preferred Stock. These shares were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive. b. At September 30, 2022, 37,103,394 shares of the Company’s Common Stock were outstanding. This share amount is being utilized for the calculation of basic and diluted earnings per share for the three and nine months ended September 30, 2022. Immediately following the Spin-Off 36,953,394 shares of Common Stock were outstanding. This amount is being utilized for the calculation of the basic and diluted earnings per share for all periods presented prior to the Spin-Off as no common stock was outstanding prior to the date of the Spin-Off. For the nine months ended September 30, 2021 calculation, these shares are treated as issued and outstanding from January 1, 2021, for purposes of calculating historical basic and diluted earnings per share. Basic loss per share data for each period presented is computed using the weighted-average number of shares of common stock outstanding during each such period. Diluted loss per share data is computed using the weighted-average number of common and dilutive common-equivalent shares outstanding during each period. Dilutive common-equivalent shares consist of: (a) shares that would be issued upon the exercise of stock options and warrants, computed using the treasury stock method; and (b) shares of non-vested restricted stock. There are no shares that are excluded from the calculation of weighted average dilutive common shares.
Selling and Marketing	Selling and Marketing costs are expensed as incurred and are reported under selling, general and marketing in the accompanying statements of operations. Such costs were $33,264 and $2,747 for the three months ended September 30, 2022, and 2021, respectively, and $98,942 and $5,770 for the nine months ended September 30, 2022 and 2021, respectively.
Fair Value measurements	Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources, while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The basis for fair value measurements for each level within the hierarchy is described below: Level 1 Level 2 Level 3 The Company considers the carrying amounts of its financial instruments (cash and accounts receivable) in the balance sheet to approximate fair value because of the short-term or highly liquid nature of these financial instruments.
Segment reporting	The Company operates in one business segment. As a result, the Company’s operations are a single reportable segment, which is consistent with the Company’s internal management reporting.
Subsequent Events	The Company has evaluated all subsequent events from September 30, 2022, through the date of filing of this report. See Note 6 for disclosure of subsequent events.
Recent Accounting Pronouncements	The Company, as an emerging growth company, has elected to take advantage of the benefits of the extended transition period provided for in Section 7(a)(2)(B) of The Securities Act of 1933, for complying with new or revised accounting standards, which allows us to defer adoption of certain accounting standards until those standards would otherwise apply to private companies unless otherwise noted.

BASIS OF PRESENTATION AND SUM_3

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Allowance for doubtful accounts balance	$ 0		$ 0		$ 0
Selling and marketing costs	$ 33,264	$ 2,747	$ 98,942	$ 5,770
Common stock, shares outstanding	37,103,394		37,103,394		37,103,394
Spin-Off shares of common stock outstanding	36,953,394		36,953,394
Class A Preferred Stock [Member]
Antidilutive securities excluded from computation of earnings per share			2,265,400

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	1 Months Ended		3 Months Ended	9 Months Ended
	Jun. 30, 2021	Apr. 28, 2021	Sep. 30, 2022	Sep. 30, 2022	Dec. 31, 2021
Sale of stock, number of shares sold		150,000
Note payable to related party			$ 655,050	$ 655,050	$ 195,050
Common stock, shares issued			37,103,394	37,103,394	37,103,394
Individual Three [Member]
Payment for purchase of common stock		$ 25,000
Common stock, shares issued		50,000
Asset Purchase Agreement [Member]
Note payable to related party	$ 63,456
Related party transaction, rate	5%
Related party transaction, amounts of transaction	$ 1,902
Notes payable, term	three-year
Chief Executive Officer [Member]
Note payable to related party			$ 120,000	$ 460,000
Related party transaction, due date				May 31, 2023
Individual Two [Member]
Payment for purchase of common stock		$ 25,000
Common stock, shares issued		50,000
Individual One [Member]
Payment for purchase of common stock		$ 25,000
Common stock, shares issued		50,000

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - $ / shares	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	5,000,000,000	5,000,000,000
Common stock, voting rights	The holders of Common Stock are entitled to one vote for each share held
Number of designated Class A Preferred Stock	60,000,000
Preferred stock, voting rights	Each share of Class A Preferred Stock entitles the holder thereof to 50 votes on any matters requiring a shareholder vote of the Company.
Preferred stock, conversion basis	Each share of our Class A Preferred Stock is convertible into Common Stock on a one-for-25 basis at the option of the holder.
Liquidation, amount per share	$ 1
Class A Convertible Preferred Stock [Member]
Number of designated Class A Preferred Stock	100,000,000
Preferred Stock, Shares Authorized	60,000,000	60,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares outstanding	56,635,000	56,635,000
Class A Preferred Stock [Member]
Number of designated Class A Preferred Stock	100,000,000
Preferred Stock, Shares Authorized	60,000,000	60,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Number of preferred stock shares held by CEO	31,230,000
Preferred stock, shares outstanding	56,635,000	56,635,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	1 Months Ended
	Jun. 30, 2021	May 31, 2021
Mr. Lambrecht [Member]
Job title		Chief Executive Officer
Annual salary		$ 250,000
Service period		three years
Agreement renewal term, description		The agreement automatically renews for additional six-month periods unless either party has provided written termination of this Agreement at least 90 days prior to the expiration of such term.
Austen Lambrecht [Member]
Job title	Vice President - Operations
Annual salary	$ 60,000
Service period	three years
Agreement renewal term, description	The agreement automatically renews for additional six-month periods unless either party has provided written termination of this Agreement at least 90 days prior to the expiration of such term.