~~U.S.~~UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarter ended: ~~September~~March 3031, ~~2022~~2023

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

For the Transition Period from ___________ to____________

Commission File Number: 000-52490

Beyond Commerce, Inc.

(Exact name of registrant as specified in its charter)

Nevada		98-0512515
(State or Other Jurisdiction of		(I.R.S. Employer
(State or Other Jurisdiction ofIncorporation or Organization)		(I.R.S. EmployerIdentification No.)
Incorporation or Organization)		Identification No.)
3773 Howard Hughes Pkwy, Suite 500Las Vegas, Nevada 89169(Address of Principal Executive Offices)

3773 Howard Hughes Pkwy, Suite 500

Las Vegas, Nevada 89169

(Address of Principal Executive Offices)

(702) 675-8022

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically a every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated ~~filer~~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 pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12(b)-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. AsAt ~~of November~~May 1410, ~~2022~~2023, the registrant had 16,400,026,956 shares of common stock outstanding.

Table of Contents

PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)		3
ITEM 1.	FINANCIAL STATEMENTS (UNAUDITED)	3
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		5
PART II - OTHER INFORMATION
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK		8
ITEM 5.	OTHER INFORMATION.	24
ITEM 4. CONTROLS AND PROCEDURES		8
ITEM 6.	EXHIBITS.	25
PART II – OTHER INFORMATION		10
SIGNATURES.		26
ITEM 1. LEGAL PROCEEDINGS		10
ITEM 1A. RISK FACTORS		10
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS		10
ITEM 3. DEFAULTS UPON SENIOR SECURITIES		10
ITEM 4. MINE SAFETY DISCLOSURES		10
ITEM 5. OTHER INFORMATION		10
ITEM 6. EXHIBITS		11
SIGNATURES		12

Table of Contents

PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

Beyond Commerce, Inc.

UNAUDITED CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

FOR THE THREE- ~~AND~~MONTHS ~~NINE-MONTH PERIODS~~ ENDED

~~September~~March 3031, ~~2022~~2023 &and ~~2021~~2022

Table of Contents

BEYOND COMMERCE, INC.

TABLE OF CONTENTS

	~~Page~~	Page
CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2022 & DECEMBER 31, 2021 (Unaudited)	5
CONDENSED CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2023 AND DECEMBER 31, 2022 (Unaudited)		F-1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE-AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 & 2021 (Unaudited)	6
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022 (Unaudited)		F-2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 & 2021 (Unaudited)	7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022 (Unaudited)		F-3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 & 2021 (Unaudited)	8
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022 (Unaudited)		F-4
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)	9	F-5

Table of Contents

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(~~UNAUDITED~~unaudited)

	September 30,			December 31,
	March 31, 2023			December 31, 2022
	2022			2021
ASSETS
Current assets:
Cash & cash equivalents	$	~~610~~127,~~697~~943		$	~~570~~391,~~349~~970
Accounts receivable, net		~~979~~903,~~113~~541			~~971~~975,~~095~~107
Other current assets		4680,~~501~~851			6513,~~903~~981
Total current assets		1,~~636~~112,~~311~~335			1,~~607~~381,~~347~~058
Right of use asset – operating lease		27,368			59,017
Operating Lease right of use asset		4,597			16,156
Property, equipment, and software - net		12,531			23,980
Property, equipment, and software, net		4,899			8,715
Investments		300,000			~~250~~300,000
Intangible asset - net		1,738,023			1,987,216
Intangible assets, net		1,581,003			1,659,513
Goodwill		1,299,144			1,299,144
Total assets:	$	54,~~013~~301,~~377~~978			54,~~226~~664,~~704~~586
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	~~415~~364,~~665~~428		$	~~490~~441,~~654~~757
Operating Lease Liability, current		315,~~184~~716			4718,~~731~~690
Accrued Interest		1,~~419~~722,~~687~~341			1,~~002~~569,~~410~~999
Accrued Payroll & related items		155,641			110,165
Accrued payroll & related items		89,648			125,172
Derivative liability		~~988~~421,~~104~~132			~~532~~611,~~384~~625
Short-term borrowings – net of discount		2,~~831~~931,428			12,~~731~~881,428
Short-term borrowings- related party		1,350,000			1,~~500~~350,000
Total current liabilities		76,~~191~~884,~~709~~693			56,~~414~~998,~~772~~671
Long-term borrowings – net of discount		3,076,547			3,~~058~~076,~~828~~547
Operating lease liability, noncurrent		-			~~18,690~~-
Total liabilities		109,~~268~~961,~~256~~240			810,~~492~~075,~~290~~218
Commitments and Contingencies		-			-
Stockholders’ Deficit:
Stockholders Equity:
Preferred stock series A, $0.001 par value of 250 shares authorized and 249.999 shares issued and outstanding, respectively.		-			-
Preferred stock undesignated; no par value; 10,000,099 authorized; no shares issued and outstanding, respectively.		-			-
Preferred stock series B, $0.001 par value of 51 shares authorized and 51 shares issued and outstanding, respectively,		-			-
Preferred stock series A; $0.001 par value; 250 shares authorized; 249.9 and 249.9 shares issued and outstanding, respectively.		-			-
Preferred Stock series C, $0.001 par value of 50,000,000 authorized and 608,585 and 842,002 shares issued and outstanding, respectively,		609			842
Preferred stock series B; $0.001 par value; 51 shares authorized; 51 and 51 shares issued and outstanding, respectively.					-
Common stock, $0.001 par value, 30,000,000,000 shares authorized, 16,400,026,956 and 13,390,287,415 issued and outstanding, respectively,		16,400,027			13,390,287
Preferred Stock series C; $0.001 par value; 50,000,000 shares authorized; 608,585 and 608,585 shares issued and outstanding, respectively.		609			609
Additional paid in capital		48,317,209			51,073,155
Common stock, $0.001 par value, 30,000,000,000 shares authorized, 16,400,026,956 and 16,400,026,956 shares issued and outstanding, respectively.		16,400,027			16,400,027
Accumulated deficit		(70,037,691	)		(67,808,598	)
Additional paid in capital		48,317,209			48,317,209
Deficit attributable to Beyond Commerce, Inc Stockholders		(5,319,846	)		(3,344,314	)
Accumulated deficit		(70,432,902	)		(70,188,859	)
Equity attributable to noncontrolling interest		64,967			78,728
Deficit attributable to Beyond Commerce, Inc stockholder		(5,715,057	)		(5,471,014	)
Total stockholders' deficit		(5,254,879	)		(3,265,586	)
Equity attributable to noncontrolling interest		55,795			60,382
Total liabilities and stockholders' deficit	$	5,013,377		$	5,226,704
Total stockholders’ deficit		(5,659,262	)		(5,410,632	)
Total liabilities and stockholders’ deficit	$	4,301,978		$	4,664,586

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

5F-1 Table of Contents

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE &MONTHS ~~NINE-MONTH~~ ENDED ~~SEPTEMBER~~MARCH 3031,

(~~unaudited~~Unaudited)

	For the three months ended September 30,2022			For the three months ended September 30,2021			For the nine months ended September 30,2022			For the nine months ended September 30,2021
	2023			2022
Revenues	$	~~975~~910,~~636~~869		$	1,~~024~~009,~~501~~408		$	~~3,023,137~~		$	~~3,258,619~~
Operating expenses
Cost of revenue		~~258~~218,~~275~~832			~~287~~286,~~439~~119			~~862,833~~			~~1,008,503~~
Selling, general and administrative		~~171~~125,~~602~~807			~~158~~181,~~057~~817			~~549,347~~			~~542,120~~
Payroll expense		~~637~~635,~~450~~098			~~619~~774,~~659~~227			~~2,044,649~~			~~2,122,789~~
Professional Fees		~~150~~97,~~789~~488			~~369~~222,~~674~~800			~~564,328~~			~~1,145,851~~
Depreciation and amortization		82,326			~~105~~95,~~412~~990			~~260,642~~			~~316,233~~
Total operating expenses		1,~~300~~159,~~442~~551			1,~~540~~560,~~241~~953			~~4,281,799~~			~~5,135,496~~
Loss from operations		(~~324~~248,~~806~~682	)		(~~515~~551,~~740~~545	)		~~(1,258,662~~	)		~~(1,876,877~~	)
Non-operating income (expense)
Interest expense		(~~195~~206,~~941~~777	)		(~~189~~147,~~830~~662	)		~~(534,952~~	)		~~(456,947~~	)
Amortization of debt discount					(26,562	)		-			(79,686	)
Change in derivative liability		190,493			47,818
Derivative related expenses		-			-			-			(2,944,750	)
Other income (expense)		16,336			-
Change in derivative liability		(442,811	)		(223,676	)		(455,720	)		507,678
Total non-operating income (expense)		52			(99,844	)
Gain on forgiveness of PPP loan		-			628,403			-			1,133,514
Loss from continuing operations before income tax		(248,630	)		(651,389	)
Gain (loss) on extinguishment of debt		-			(1,131,856	)		6,481			(5,088,555	)
Provision for income tax		-			-
Total non-operating income (expense)		(638,752	)		(943,521	)		(984,191	)		(6,928,746	)
Consolidated net loss		(248,630	)		(651,389	)
Loss from continuing operations before income tax		(963,558	)		(1,459,261	)		(2,242,853	)		(8,805,623	)
Noncontrolling interest		(4,587	)		(4,587	)
Provision for income tax		-			-			-			-
Net loss	$	(244,043	)	$	(646,802	)
Consolidated net loss		(963,558	)	$	(1,459,261	)	$	(2,242,853	)	$	(8,805,623	)
Net income (loss) per common share-basic and diluted	$	(0.00	)	$	(0.00	)
Noncontrolling interest	$	(4,587	)	$	(4,587	)	$	(13,760	)	$	(13,704	)
Weighted average shares of capital outstanding – basic and diluted		16,400,026,956			13,682,864,073
Net Loss attributable to Beyond Commerce	$	(958,971	)	$	(1,454,674	)	$	(2,229,093	)	$	(8,791,919	)
Net income (loss) per common share-basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average shares of capital outstanding (basic and diluted)		16,207,919,312			6,844,198,467			14,791,576,616			3,710,228,168

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

6F-2 Table of Contents

BEYOND COMMERCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE ~~NINE-MONTH~~THREE ~~PERIODS~~MONTHS ENDED ~~SEPTEMBER~~MARCH 3031,

(Unaudited)

	2022			2021
	2023			2022
Net loss	$	(2,242,853	)	$	(8,805,623	)
Net (loss)	$	(248,630	)	$	(651,389	)
Cash flows from operating activities:
Adjustments to reconcile net loss to net cash used in operating activities:
Stock issued for services		~~53,561~~-			~~263~~53,~~700~~561
Loss on derivative		-			2,944,750
Amortization of debt discount		50,000			17,708
Amortization of debt discount		17,719			-
Depreciation of ROU asset		11,559			9,503
Depreciation and amortization		~~260~~82,~~642~~326			~~316~~95,~~233~~990
Loss on extinguishment of debt		-			5,088,555
Change in derivative liability		(190,493	)		(47,818	)
Gain on forgiveness of PPP loan		-			(1,133,514	)
Interest expense – original interest discount		100,000			94,686
Change in derivative liability		455,720			(507,678	)
Changes in assets and liabilities:
(Increase) decrease in accounts receivable		(871,~~018~~566	)		~~209~~(80,~~972~~521	)
(Increase) decrease in other current assets		51(66,~~051~~870	)		39(1,~~502~~160	)
Increase (decrease) in accounts payable		(7477,~~991~~329	)		~~(339~~68,~~358~~998	)
Increase (decrease) in payroll liabilities		45(35,~~476~~524	)		~~(36~~56,~~108~~785	)
Increase (decrease) in other current liabilities		~~382~~139,~~041~~368			~~400~~119,~~510~~431
Net cash provided by (used in) in operating activities.	$	(959,652	)	$	(1,464,373	)
Net cash (used in) in operating activities.		(264,027	)		(358,912	)
Cash flows from investing activities:		-			-
Cash flows from investing activities :		-			-
Cash flows from financing activities:		-			-
Cash receipts from note payable		1,000,000			775,000
Net increase (decrease) in cash and cash equivalents		(264,027	)		(358,912	)
Proceeds from sale of preferred stock Series C		-			1,000,000
Cash and cash equivalents, beginning balance		391,970			570,349
Payment on note payable		-			(91,316	)
Cash and cash equivalents, ending balance	$	127,943		$	211,437
Net cash provided by financing activities	$	1,000,000			1,683,684
Net increase (decrease) in cash and cash equivalents		40,348			219,311
Cash and cash equivalents, beginning balance		570,349			84,262
Cash and cash equivalents, ending balance	$	610,697		$	303,573
Supplemental Disclosure of Cash Flow Information:
Cash Paid For:
Interest	$	-		$	~~16,924~~-
Income taxes	$	-		$	-
Summary of Non-Cash Investing and Financing Information:
Stock issued for conversion of debt	$	~~150,000~~-		$	~~943~~150,~~289~~000
Stock issued for conversion of Series C preferred stock	$	~~2,334,170~~-		$	21,~~540~~542,~~000~~420
Stock issued in escrow for warrant settlement	$	-		$	581,097
Stock issued in escrow for Letter of Intent	$	50,000		$	-

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

7F-3 Table of Contents

BEYOND COMMERCE, INC.

~~CONDENSED~~STATEMENT ~~CONSOLIDATED STATEMENTS~~ OF ~~CHANGES~~STOCKHOLDERS’ INDEFICIT

~~STOCKHOLDERS’~~For ~~DEFICIT~~the Three Months Ended March 31, 2023 and 2022

(Unaudited)

	PreferredStock A				Preferred Stock B				PreferredStock C						Common Stock				Additional						Non			Total
	Shares		Par Value		Shares		Par Value		Shares			Par Value			Shares		Par Value		Paid in Capital			AccumulatedDeficit			ControllingInterest			Stockholders’Deficit
Balance Year December 31, 2020		249.9999	$	-		33	$	-		-		$	-			3,410,355,200	$	3,410,355	$	50,263,645		$	(58,645,834	)	$	97,018		$	(4,874,816	)
Balance December 31, 2021		249.9999	$	-		51	$	-		842,002		$	842			13,390,287,415	$	13,390,287	$	51,073,155		$	(67,808,598	)	$	78,728		$	(3,265,586	)
Common stock issued for debt conversion																943,288,342		943,288											943,288
Preferred Series C issued										10,000			10							999,990									1,000,000
Preferred Series B issuance						3														43,950									43,950
Extinguishment of Debt										1,556,905			1,557			598,048,320		598,048		2,836,090									3,435,695
Extinguishment of derivative liabilities on conversion																				2,958,547									2,958,547
Net loss																							(6,290,109	)		(4,936	)		(6,295,045	)
Balance March 31, 2021		249.9999	$	-		36	$	-		1,566,905		$	1,567			4,951,691,862	$	4,951,691	$	57,102,222		$	(64,935,943	)	$	92,082		$	(2,788,381	)
Common stock issued for conversion of preferred stock series C										(123,000	)		(123	)		1,230,000,000		1,230,000		(1,229,877	)								-
Net Loss																							(1,047,136	)		(4,181	)		(1,051,317	)
Balance June 30, 2021		249.9999		-	$	36		-	$	1,443,905		$	1,444			6,181,691,862	$	6,181,692	$	55,872,345		$	(65,983,079	)	$	87,901		$	(3,839,697	)
Common stock issued for conversion of preferred stock series C										(131,000	)		(131	)		1,310,000,000		1,310,000		(1,309,869	)
Common stock issued for warrants																368,185,553		363,186		217,911									581,097
Preferred stock Series B issued for services						15														219,750
Net Loss																							1,454,674			(4,587	)		1,459,261
Balance, September 30,2021		249.9999		-		51		-		1,312,905			1,313			7,854,877,415		7,854,877		55,000,137			(67,473,753	)		83,314			(4,498,112	)
Balance Year January 1, 2022		249.9999	$	-		51	$	-		842,002		$	842			13,390,287,415	$	13,390,287	$	51,073,155		$	(67,808,598	)	$	78,728		$	(3,265,586	)
Common Stock issued for employment agreement																133,902,874		133,903		(80,342	)								53,561
Common stock issued for conversion of preferred stock series C										(154,242	)		(154	)		1,542,420,000		1,542,420		(1,542,266	)								-
Common stock issued for debt conversion																375,000,000		375,000		(225,000	)								150,000
Net loss																							(646,802	)		(4,587	)		(651,389	)
Balance March 31, 2022		249.9999	$	-		51	$	-		687,760		$	688			15,441,610,289	$	15,441,610	$	49,225,547		$	(68,455,400	)	$	74,141		$	(3,713,414	)
Common Stock issued for Letter of Intent																166,666,667		166,667		(116,667	)								50,000
Balance December 31, 2022		249.9999	$	-		51	$	-		608,585		$	609			16,400,026,956	$	16,400,027	$	48,317,209		$	(70,188,859	)	$	60,382		$	(5,410,632	)
Net Loss																							(623,321	)		(4,587	)		(627,908	)
Net loss																							(244,043	)		(4,587	)		(248,630	)
Balance June 30, 2022		249.9999	$	-		51	$	-		687,760		$	688			15,608,276,956	$	15,608,277	$	49,108,880		$	(69,078,721	)	$	69,554		$	(4,291,322	)
Balance March 31, 2023		249.9999	$	-		51	$	-		608,585		$	609			16,400,026,956	$	16,400,027	$	48,317,209		$	(70,432,902	)	$	55,795		$	(5,659,262	)
Common stock issued for conversion of preferred stock series C										(79,175	)		(79	)		791,750,000		791,750		(791,671	)		-			-			-
Net Loss																							(958,970	)		(4,587	)		(963,557	)
Balance, September 30, 2022		249.9999		-	$	51		-	$	608,585		$	609			16,400,026,956	$	16,400,027	$	48,317,209			(70,037,691	)		64,967			(5,254,879	)

~~The~~F-4 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these unaudited condensed consolidated financial statements.~~Contents

8 Table of Contents

BEYOND COMMERCE, INC.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~UNAUDITED~~MARCH 31, 2023

~~September 30, 2022~~(unaudited)

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Beyond Commerce, Inc. (the “Company”, “we” and “our”), has a planned business objective to develop, acquire, and deploy disruptive strategic software technology and market-changing business models through selling our own products and the acquisitions of existing companies. The Company currently owns and operates a data company and is actively seeking acquisition opportunities in high growth sectors such as psychedelics, cryptocurrency, ESports and Logistics among others.

Basis of Presentation

The condensed consolidated financial statements and the notes thereto for the ~~periods~~three months ended ~~September~~March 3031, ~~2022~~2023 and ~~2021~~2022 included herein include the accounts of the Company, its wholly-owned subsidiary Service 800 Inc., and Customer Centered Strategies, LLC (“CCS”), which the Company has an 80% investment interest.

The condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. All significant intercompany accounts and transactions have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”).

NOTE 2. SELECTED ACCOUNTING POLICIES

Interim Financial Statements

These unaudited condensed consolidated financial statements as of and for the three (3) ~~and nine (9)~~ months ended ~~September~~March 3031, ~~2022~~2023 and ~~2021~~2022, respectively, reflect all adjustments including normal recurring adjustments, which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows for the periods presented in accordance with the accounting principles generally accepted in the United States of America.

These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and notes thereto for the years ended December 31, ~~2021~~2022 and ~~2020~~2021, respectively, which are included in the Company’s December 31, ~~2021~~2022 Annual Report on Form 10-K filed with the United States Securities and Exchange Commission on March 31, ~~2022~~2023. The Company assumes that the users of the interim financial information herein have read, or have access to, the audited consolidated financial statements for the preceding period, and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. The results of operations for the three (3) ~~and nine (9)~~ months ended ~~September~~March 3031, ~~2022~~2023 are not necessarily indicative of results for the entire year ending December 31, ~~2022~~2023.

Use of Estimates

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

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

9F-5 Table of Contents

Fair Value Measurements

	March 31, 2023 Fair Value Measurements
	Level 1		Level 2		Level 3		Total Fair Value
Liabilities
Derivative Liabilities	$	-	$	-	$	421,132	$	421,132
Total	$	-	$	-	$	421,132	$	421,132

September 30, 2022Fair Value Measurements

December 31, 2022Fair Value Measurements

Level 1

Level 2

Level 3

Total Fair Value

Liabilities

Derivative Liabilities

~~988~~611,~~104~~625

Total

~~988~~611,~~104~~625

	December 31, 2021Fair Value Measurements
Derivative liability as of December 31, 2022	$	611,625
	Level 1			Level 2		Level 3		Total Fair Value
Change in derivative liability during the period		(190,493	)
Liabilities
Balance at March 31, 2023	$	421,132
Derivative Liabilities	$	-		$	-	$	532,384	$	532,384
Total	$	-		$	-	$	532,384	$	532,384

Derivative liability as of December 31, 2021	$	532,384
Change in derivative liability during the period		455,720
Balance at September 30, 2022	$	988,104

Management considers all of its derivative liabilities to be Level 3 liabilities.

Revenue Recognition

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

The majority of the Company’s revenue is generated by the completion of a survey. Revenue is recognized and customers are billed at the point in time a survey occurs or when a related service is complete. The Company may require a deposit from new customers for set up costs or as down payments. These amounts are not significant to the financial statements.

Valuation of Derivative Instruments

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

10F-6 Table of Contents

Management used the following inputs to value the Derivative Liabilities for the ~~nine~~three months ended ~~September~~March 3031, ~~2022~~2023:

	September 30, 2022Derivative Liability
	March 31, 2023Derivative Liability
Expected term	1 year
Exercise price	$	0.~~00016~~00008
Expected volatility		~~305~~332	%
Expected dividends	None
Risk-free rate		4.0564	%

Recent Accounting Pronouncements

~~The~~Recent ~~Company~~accounting ~~reviews~~pronouncements ~~all~~issued ofby the ~~Financial~~FASB, ~~Accounting~~including ~~Standard~~its ~~Board’s~~Emerging ~~updates~~Issues ~~periodically~~Task toForce, ~~ensure~~ the ~~Company’s~~American ~~compliance~~Institute of ~~its~~Certified ~~accounting~~Public ~~policies~~Accountants, and ~~disclosure~~the ~~requirements~~Securities and Exchange Commission did not or are not believed by management to have a material impact on the ~~Codification~~Company’s ~~Topics~~present or future consolidated financial statements.

In August 2020, the Financial Accounting Standards Board (“FASB”) issued a new standard (ASU 2020-06) to reduce the complexity of accounting for convertible debt and other equity-linked instruments. The ASU simplifies accounting for convertible instruments by removing major separation models required under current Generally Accepted Accounting Principles (GAAP). Consequently, more convertible debt instruments will be reported as a single liability instrument and more convertible preferred stock as a single equity instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted earnings per share (EPS) calculation in certain areas. As a result, the new standard may affect net income and EPS, and therefore performance measures, and increase debt levels which may impact debt covenant compliance.

ASU 2020-06 is effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the standard will be effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption will be permitted.

The Company will continue to monitor these emerging issues to assess any potential future impact on its financial statements. The Company has taken the position that any future standards will not be disclosed to the extent they are not material to our operations.

NOTE 3. GOING CONCERN

The Company’s financial statements are prepared using GAAP, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because of recent events, the Company cannot state with certainty of its ability to continue as a going concern. The accompanying consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

The Company has suffered losses from operations and has a working capital deficit, and negative cash flows from operations which raise substantial doubt about its ability to continue as a going concern. As of March 31, 2023, the accumulated deficit was $70,432,902 and the negative working capital was $5,772,358. Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations in the next twelve months. Management has devoted a significant amount of time in attempting to raise capital from additional debt and equity financing. Due to its nominal revenues, the Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating revenue, including through the acquisition of Service 800 and CCS or through a merger transaction with a well-capitalized entity. There are no assurances the Company will receive the necessary funding or generate revenue necessary to fund operations. If we are unable to obtain additional funds, or if the funds cannot be obtained on terms favorable to us, we will be required to delay, scale back or eliminate our plans to continue to develop and expand our operations or in the extreme situation, cease operations altogether.

11F-7 Table of Contents

NOTE 4. INVESTMENTS

On November 23, 2021, the Company entered into a simple agreement for future equity (the “SAFE”) with Cityfreighter, Inc. (“Cityfreighter”), pursuant to which the Company invested $250,000 (the “Purchase Amount”). Cityfreighter is a California based developer of electric low-floor trucks for the last mile delivery industry. Beyond Commerce received customary representations and warranties from Cityfreighter. The SAFE provides the Company with the right to either (a) future equity in Cityfreighter when it completes an Equity Financing (as defined below), or (b) future equity in Cityfreighter or cash proceeds if there is a liquidity or dissolution event.

On December 2, 2021 the Company executed a binding Letter of Intent (“LOI”) with Elettricars (of Italy) to attain the exclusive U.S. rights to its low-speed electric vehicle (“LSEV”). Elettricars is focused on manufacturing and commercializing a low-speed electric vehicle (“LSEV”), a 4-wheeled motor vehicle, not an ATV, with a top speed of 25 mph and weighs less than 3,000 lbs. The Company paid Elettricars an initial payment in the amount of $50,000 in connection with the execution of a Definitive Agreement, which was being held in escrow. During the first quarter ended March 31, 2022, the parties determined not to proceed with the transaction and the $50,000 in escrow was returned to the Company.

On April 8, 2022, the Company executed a binding Letter of Intent (“LOI”) with Electric Built, Inc., headquartered in Inglewood, California. The acquisition will provide the Company exclusive access to Electric Built’s commercial business know-how, intellectual property, and business relationships and operations in electric vehicle fleet service. The Company paid Electric Built an initial payment in the amount of $50,000 in shares of restricted common stock of Beyond Commerce in connection with the execution of a Definitive Agreement, which shares are being held in escrow. If the closing has not occurred prior to the termination date in the Definitive Agreement, Electric Built shall release such shares and return the shares to the Company.

The Company and Electric Built entered into a Stock Purchase Agreement (the “SPA”) dated as of June 27, 2022, setting forth the definitive terms and condition for the Transaction, whereby the Company would acquire, for a balance of $950,000 in the form of shares of the Company’s common stock, all equity of Electric Built. Pursuant to the SPA, the SPA is subject to termination if due diligence review and required conditions for closing have not been satisfied by September 20, 2022 (the “Termination Date”).

On September 14, 2022, the Company and Electric Built entered into a First Amendment to the SPA (the “Amendment”), whereby the Termination Date was extended until October 31, 2022, and then, on October 24, 2022, Electric Built requested that the October 2022 Termination Date be extended (the “Extension”), to accommodate Electric Built’s need to relocate its operations, among other reasons. The Company has accepted such request and the SPA, as amended by the Amendment, is subject to the Extension.

NOTE 5. SHORT- AND LONG-TERM BORROWINGS

Short-term and Long-term borrowings, consist of the following:	~~September~~March 3031,			December 31,
Short term debt;	~~2022~~2023			~~2021~~2022
Convertible Promissory Notes, bearing an annual interest rate of 24% secured, past due; derivative liability of $988,104	$	112,259		$	112,259
Convertible Promissory Notes, bearing an annual interest rate of 24% secured, past due	$	112,259		$	112,259
Short-Term Note – Jean Mork Bredeson cash deficit holdback, 15%, past due		210,000			210,000
Short-Term Note – Jean Mork Bredeson purchase allocation, 15%, past due		1,409,169			1,409,169
Promissory Note – bearing annual interest rate of 3.25%		1,200,000			-
Convertible promissory note, related party interest rate 2.0%		1,350,000			1,350,000
Convertible promissory note, related party interest rate 2.0%, past due		1,350,000			1,500,000
Note payable – Discover Growth Fund, 20% OID, prime rate, due 04/01/2023		1,200,000			1,200,000
Total short-term debt	$	4,281,428		$	34,~~231~~281,428
Long term debt;
Funding from the SBA Program, annual interest of 3.75%, due 03/30/2051		150,000			150,000
Promissory Note – Jean Mork Bredeson, interest rate 5.5%, due 2/28/2022, past due		2,100,000			2,100,000
Senior Secured Redeemable Debenture, bearing an annual interest rate of 16%, due 12/31/2021, long term, past due		826,547			826,547
Total short-term and long-term borrowings, before debt discount		7,357,975			6,307,975
Less debt discount		(100,000	)		(17,719	)
Total short-term and long-term borrowings, net	$	7,257,975		$	6,290,256
Short-term and Long-term borrowings, consist of the following:
Short-term borrowings – net of discount	$	4,181,428		$	3,231,428
Long-term borrowings – net of discount		3,076,547			3,058,828
Total Short-Term and long term borrowings – net of discount	$	7,257,975		$	6,290,256

12 Table of Contents

Long term debt;
Funding from the SBA Program, annual interest of 3.75%, due 03/30/2051		150,000		150,000
Promissory Note – Jean Mork Bredeson, interest rate 5.5%, due 2/28/2022, past due		2,100,000		2,100,000
Senior Secured Redeemable Debenture, bearing an annual interest rate of 16%, due 12/31/2021, long term, past due		826,547		826,547
Total short-term and long-term borrowings, before debt discount		7,357,975		7,357,975
Less debt discount		-		(50,000	)
Total short-term and long-term borrowings, net	$	7,357,975	$	7,307,975
Short-term and Long-term borrowings, consist of the following:
Short-term borrowings – net of discount	$	4,281,428	$	4,231,428
Long-term borrowings – net of discount		3,076,547		3,076,547
Total Short-Term and long term borrowings – net of discount	$	7,357,975	$	7,307,975

On November 27, 2018, the Company received funding in conjunction with a convertible promissory note and a security purchase agreement dated November 27, 2018, in the amount of $250,000. The lender was Auctus Fund LLC. The notes have a maturity of August 27, 2019 and interest rate of 12% per annum and are convertible at a price of 60% of the lowest trading price on the primary trading market on which the Company’s Common Stock is then listed for the twentyF-~~five~~8 ~~(25)~~Table trading days immediately prior to conversion. Additionally, if the stock price falls below par value, additional shares will be issued at the lower conversion rate so that stocks continue to be issued at par value. The note may be prepaid but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. The Company is currently negotiating an extension with the noteholder as it is currently past due. As a result of ~~a default provision, the interest rate has increased to 24% and additional principal was added in the amount of $15,000. As of September 30, 2022, the outstanding balance is $165,341.~~ Contents

On November 27, 2018, the Company received funding in conjunction with a convertible promissory note and a security purchase agreement dated November 27, 2018, in the amount of $250,000. The lender was Auctus Fund LLC. The notes have a maturity of August 27, 2019 and interest rate of 12% per annum and are convertible at a price of 60% of the lowest trading price on the primary trading market on which the Company’s Common Stock is then listed for the twenty-five (25) trading days immediately prior to conversion. Additionally, if the stock price falls below par value, additional shares will be issued at the lower conversion rate so that stocks continue to be issued at par value. The note may be prepaid but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. The Company is currently negotiating an extension with the noteholder as it is currently past due. As a result of a default provision, the interest rate has increased to 24% and additional principal was added in the amount of $15,000. As of March 31, 2023, the outstanding balance with accrued interest was $178,812.

On December 31, 2019, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with TCA Special Situations Credit Strategies ICAV, an Irish collective asset vehicle (the “Buyer” or “TCA ICAV”), and TCA Beyond Commerce, LLC, a Wyoming limited liability company (“TCA Beyond Commerce”), pursuant to which the Buyer purchased from the Company a senior secured redeemable debenture having an initial principal amount of $900,000 and an interest rate of 16% per annum (the “Initial Debenture”).

The Initial Debenture, and any future debentures that may be purchased by Buyer pursuant to the Securities Purchase Agreement (the “Additional Debentures”), is secured through an unconditional and continuing security interest in all of the assets and properties, including after acquired assets, of the Company and each of its subsidiaries, which are acting as guarantors with respect to the Company’s obligations under the Initial Debenture and any Additional Debentures, pursuant to that certain Security Agreement, dated December 31, 2019, entered into by the Company and TCA Beyond Commerce in favor of the Buyer (the “Security Agreement”). The maturity date on this security is December 31, 2021. During the year ended December 31, 2020 the Company paid $73,453 to reduce the loan balance. The balance of the loan payable on the Company’s books as of March 31, 2023 and December 31, 2022 was $826,547.

In May 2020, the SEC appointed a Receiver to close down the TCA Global Master Fund, L.P. over allegations of accounting fraud. The amount recorded by the Company as being owed to TCA was based on TCA’s application of prior payments made by the Company. On April 13, 2023, the Company received a Notice of Default and Demand for Payment for $933,687. The Company believes that prior payments of principal and interest may have been applied to unenforceable investment banking and other fees and charges. It is the Company’s position that the amount owed to TCA is less than the amount set forth above. Our attorney has contacted counsel for TCA to discuss prompt settlement of this matter.

Effective February 28, 2019 as a component of the closing of the business combination between Beyond Commerce, Inc. and Service 800, Jean Mork Bredeson, Founder and President of Service 800, the Company issued a $2,100,000 three-year 5.5% promissory note to Ms. Bredeson. Interest only payments are required during the first year of the note. The $2,100,000 promissory note is personally guaranteed by the estate of George Pursglove whose executor is Geordan Pursglove, the Company’s President and CEO.

As a component of the Service 800 transaction, in lieu of the entire cash payment of $2,100,000 being made to Ms. Bredeson, a $210,000 amount was to be withheld until May 30, 2019 and continues to be outstanding. This note does not carry any interest obligations. Also, as all cash and accounts receivables at the effective date of the closing were to be retained by Ms. Bredeson, this allocation of cash is to be distributed quarterly on a non interest basis as trueF-~~ups~~9 ~~are~~Table ~~derived, which amounted to $1,409,169 as~~ of ~~September 30, 2022 and December 31 2021, respectively. Although holdbacks did not initially include interest obligations, we agreed to begin accruing interest at 15% in October 2019.~~Contents

OnAs ~~March~~a 30component of the Service 800 transaction, ~~2021~~in lieu of the ~~Company~~entire ~~through~~cash ~~its~~payment ~~Service~~of ~~800~~$2,100,000 ~~Inc~~being made to Ms. ~~subsidiary~~Bredeson, ~~received~~a $~~150~~210,000 inamount ~~funding~~was into ~~conjunction~~be ~~with~~withheld auntil ~~promissory~~May 30, 2019 and continues to be outstanding. This note ~~under~~does ~~the~~not ~~SBA~~carry ~~Loan~~any ~~Program~~interest obligations. ~~Borrower~~Also, ~~will~~as beall ~~obligated~~cash toand ~~repay~~accounts toreceivables at the ~~Bank~~effective date of the ~~total~~closing ~~outstanding~~were ~~balance~~to ~~remaining~~be ~~due~~retained ~~under~~by ~~the~~Ms. ~~Loan~~Bredeson, ~~including~~this ~~principal~~allocation ~~and~~of ~~interest.~~cash ~~This~~is ~~loan~~to isbe distributed quarterly on a 30non interest basis as true-~~year~~ups ~~term~~are ~~note~~derived, ~~bearing~~which ~~3.75%~~amounted ~~interest~~to ~~due~~$1,409,169 as of March 3031, ~~2051.~~2023 ~~Installment~~and ~~payments~~December 31, ~~including~~2022. ~~principal~~Although ~~and~~holdbacks did not initially include interest obligations, we agreed to begin accruing interest at 15% in October 2019. The amount of accrued interest relating to the $~~731~~1,409,169 ~~monthly~~was $364,861 ~~will~~as ~~begin~~of ~~September~~March 131, 2023.

On ~~July~~March 1930, 2021, the Company ~~issued~~through aits ~~convertible~~Service ~~promissory~~800 ~~note (the “Note”) in favor of Geordan G~~Inc. ~~Pursglove~~subsidiary, ~~the~~received ~~Company’s Chairman and Chief Executive Officer, in the principal amount of~~ $1150,~~500,~~000, in ~~satisfaction~~funding ofin ~~Mr.~~conjunction ~~Pursglove’s~~with ~~accrued~~a ~~salary~~promissory ~~owing~~note ofunder ~~$1,239,800~~the ~~and~~SBA ~~recognized~~Loan ~~a $260,200 loss on extinguishment of debt~~Program. ~~The~~Borrower ~~Note~~will ~~accrues~~be ~~interest~~obligated atto 2%repay ~~per~~to ~~annum,~~the ~~with~~Bank the ~~principal~~total ~~and~~outstanding ~~interest~~balance ~~payments~~remaining due inunder ~~twelve equal monthly installments. At~~ the ~~holder’s election~~Loan, ~~the~~including ~~Note~~principal isand ~~convertible~~interest. ~~into~~This ~~shares~~loan ofis ~~the~~a ~~Company’s~~30-year ~~common~~term ~~stock~~note, atbearing a3.75% ~~price~~interest ~~per~~due ~~share~~March ~~equal~~30, to2051. ~~100%~~Installment ofpayments, ~~the~~including ~~average~~principal ~~closing~~and ~~price~~interest, of ~~the~~$731 ~~Company’s~~monthly, ~~common~~will ~~stock~~begin ~~for~~September ~~the~~1, ~~five trading days immediately preceding the date of such conversion (the “Conversion Price”)~~2023. The ~~cash~~amount ~~maturity~~of ~~date~~accrued isinterest ~~July~~payable ~~19,~~for ~~2022.~~the ~~There~~SBA Loan was ~~a conversion of~~ $~~150~~11,~~000~~373 ~~during~~as ~~the first quarter~~ of ~~2022~~March 31, ~~which can be referred to in Note 6~~2023.

On ~~April~~July 119, ~~2022~~2021, the Company ~~entered~~issued ~~into~~ a convertible promissory note (the “Note”) in favor of ~~Discover~~Geordan ~~Growth~~G. ~~Fund~~Pursglove, ~~LLC (~~the ~~“Discover”)~~Company’s Chairman and Chief Executive Officer, in the ~~aggregate~~ principal amount of $1,~~200~~500,000, ~~for~~in ~~which~~satisfaction ~~the~~of ~~Company~~Mr. ~~received~~Pursglove’s accrued salary owing of $1,~~000~~239,~~000~~800 inand ~~cash,~~recognized ~~reflecting~~a an$260,200 ~~original~~loss ~~issuance~~on ~~discount~~extinguishment of debt. ~~20%,~~The ~~with~~Note ~~repayment~~accrues tointerest beat ~~made~~2% ~~not~~per ~~later~~annum, ~~than~~with ~~April~~the 1,principal ~~2023.~~and ~~Pursuant~~interest topayments ~~the~~due ~~Note,~~in attwelve ~~any~~equal ~~time~~monthly ~~and~~installments. ~~from~~At ~~time~~the toholder’s ~~time~~election, ~~Discover~~the ~~may,~~Note inis ~~its~~convertible ~~sole~~into ~~discretion,~~shares ~~subject~~of tothe ~~certain~~Company’s ~~ownership~~common ~~limitations~~stock, ~~convert~~at ~~all~~a orprice ~~any~~per ~~portion~~share ofequal ~~the~~to ~~then~~100% ~~outstanding balance~~ of the ~~Note~~average ~~into~~closing ~~shares~~price of the Company’s common stock offor the ~~Company~~five attrading adays ~~price~~immediately ~~per~~preceding ~~share~~the ~~equal~~date toof such conversion (the ~~closing~~“Conversion ~~bid~~Price”). ~~price~~The oncash ~~March~~maturity ~~31,~~date ~~2022~~is ofJuly $19, 02022.~~0003.~~ ~~The~~There ~~Company~~was ~~recorded~~ a ~~debt~~conversion ~~discount~~ of $~~200~~150,000 ~~for~~during the ~~original~~first ~~issue~~quarter ~~discount~~of ~~amortizable~~2022, ~~over~~and the ~~succeeding~~Company ~~twelve~~issued ~~months~~375,000,000 inshares ~~accordance~~of ~~with~~common ~~ASC~~stock ~~835-30-45~~at the quoted stock price at the date of conversion of $0.0004 ~~Interest~~per ~~expense~~shares. The amount of accrued interest payable on the $~~100~~1,350,000 ~~was~~note ~~recorded~~payable ~~for~~was ~~the~~$47,035 ~~nine~~as ~~months~~of ~~ended~~March ~~September 30~~31, ~~2022~~2023.

13On ~~Table~~April 1, 2022, the Company entered into a promissory note (the “Note”) in favor of ~~Contents~~Discover Growth Fund, LLC (the “Discover”), in the aggregate principal amount of $1,200,000 for which the Company received $1,000,000 in cash, reflecting an original issuance discount of 20%, with repayment to be made not later than April 1, 2023. Pursuant to the Note, at any time and from time to time Discover may, in its sole discretion, subject to certain ownership limitations, convert all or any portion of the then outstanding balance of the Note into shares of the common stock of the Company at a price per share equal to the closing bid price on March 31, 2022 of $ 0.0003. The Company recorded a debt discount of $200,000 for the original issue discount amortizable over the succeeding twelve months in accordance with ASC 835-30-45. Accrued interest payable as of March 31, 2023 was $71,277.

NOTE 6. COMMON STOCK AND PREFERRED STOCK

Common Stock

As of ~~September~~March 3031, ~~2022~~2023, our authorized capital stock consisted of 30,000,000,000 shares of common stock, par value $0.001 per share.

~~During~~The ~~the nine months ended, September 30, 2022, the~~ Company ~~issued~~did ~~375,000,000~~not ~~shares~~issue ~~valued~~any ~~at $150,000 at a price per share of $ 0.0004 for the conversion of certain debt and accrued interest into~~ shares of ~~our~~common stock ~~and~~during ~~extinguishment of debt. Additionally,~~ the ~~Company~~three ~~issued~~months ~~2,334,170,000~~ended ~~shares~~March ~~valued at $ 2~~31,~~334,170~~ ~~at a price per share of $ 0~~2023.001 for the conversion of Series C Preferred Stock and issued 133,902,874 shares valued at $53,561at a price per share of $ 0.0004 as part of the Company’s employment agreement with the Chief Financial Officer, Peter Stazzone.

OnThere ~~April~~were 816, ~~2022~~400, ~~the Company executed a binding Letter of Intent (“LOI”) with Electric Built~~026,956 ~~Inc. The Company paid Electric Built an initial payment in the amount of 166,666,667~~ shares of ~~restricted~~ common stock atissued ~~a value of $50,000 at a price per share of $0.0003 of Beyond Commerce in connection with the execution of a Definitive Agreement, which is being held in escrow. The Company~~ and ~~Electric~~outstanding ~~Built entered into a Stock Purchase Agreement (the “SPA”) dated~~ as of ~~June~~March 2731,~~2022.~~ ~~Pursuant~~2023 ~~to the SPA, the SPA is subject to termination if due diligence review~~ and ~~required~~December conditions for closing have not been satisfied by September 20, 2022. On September 14 ,2022, the Company entered into a First Amendment to the SPA, whereby the termination date was extended until October 31, 2022. ~~If the closing has not occurred prior to the termination date in the SPA, Electric Built shall release such shares and return to the Company.~~

During the three months ended March 31, 2022, the Company issued 375,000,000 shares valued at $150,000 at a price per share of $ 0.0004 for the conversion of certain debt and accrued interest into shares of our stock and extinguishment of debt. Additionally, the Company issued 1,542,420,000 shares valued at $1,542,420 at a price per share of $ 0.001 for the conversion of Series C Preferred Stock and issued 133,902,874 shares valued at $53,561 at a price per share of $ 0.0004 as part of the Company’s employment agreement with the Chief Financial Officer.

F-10

Table of Contents

Holders of common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders, including the election of directors. Except as otherwise required by law, the holders of our common stock possess all voting power. Generally, all matters to be voted on by stockholders must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast by all shares of our common stock that are present in person or represented by proxy. A vote by the holders of a majority of our outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to our Articles of Incorporation. Our Articles of Incorporation do not provide for cumulative voting in the election of directors. Holders of our common stock have no pre-emptive rights, no conversion rights and there are no redemption provisions applicable to our common stock.

Preferred Stock

InAs of March ~~2021~~31, we2023, ~~approved~~the ~~authorization~~Company is authorized to issue up to 60,000,400 shares of preferred stock, which are designated Series A, B, C and undesignated Preferred Stock. ~~As of November 14, 2021, we have 249.9999 shares of Series A Preferred Stock issued and outstanding.~~

We have designated 250 shares of Series A Convertible Preferred Stock, par value of $0.001 per share (the “Series A Preferred Stock”). As of March 31, 2023 and December 31, 2022 and 2021, there were 249.9999 shares of Series A Preferred Stock issued and outstanding.

The Series A Preferred Stock will, with respect to each holder of the Series A Preferred Stock, be entitled to three million (3,000,000) votes for each share of Series A Preferred Stock standing in his, her or its name on the books of the corporation. Each share of Series A Preferred Stock is convertible, at the option of the holder, into one million shares of Common Stock. The Series A Preferred Stock is entitled, in the event of any voluntary liquidation, dissolution or winding up of the Corporation, to receive payment or distribution of a preferential amount before any payments or distributions are received by any class or series of common stock. Subject to the prior or equal rights of the holders of all classes of stock at the time outstanding having prior or equal rights as to dividends and ranking ahead of the Common Stock, the holders of the Series A Preferred Stock shall be entitled to therefore receive, when and as declared by the Board of Directors, out of any assets of the Corporation legally available, such dividends as may be declared from time to time by the Board of Directors.

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We have designated 51 shares of Series B Convertible Preferred Stock, par value of $0.001 per share (the “Series B Preferred Stock”). One (1) share of the Series B Preferred Stock shall have voting rights equal to (x) 0.019607 multiplied by the total number of votes of the issued and outstanding shares of Common Stock and other Preferred Stock eligible to vote at the time of the respective vote (the “Numerator”), divided by (y) 0.49, minus (z) the Numerator. For the avoidance of doubt, if the total number of votes of the issued and outstanding shares of Common Stock and other Preferred Stock eligible to vote at the time of the respective vote is 5,000,000, the voting rights of one share of the Series B Preferred Stock shall be equal to 102,036 (e.g., ((0.019607 x 5,000,000) / 0.49) – (0.019607 x 5,000,000) = 102,036).

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With respect to all matters upon which stockholders are entitled to vote or to which stockholders are entitled to give consent, the holders of the outstanding shares of Series B Preferred Stock shall vote together with the holders of Common Stock without regard to class, except as to those matters on which separate class voting is required by applicable law or the Corporation’s Articles of Incorporation or by-laws. Such concentrated control of the Company may adversely affect the price of our common stock. A stockholder that acquires common stock will not have an effective voice in the management of the Company.

As of March 31, 2023 and December 31, 2022, there were 51 shares of Series B Preferred Stock issued and outstanding.

We have designated 50,000,000 shares of Series C Convertible Preferred Stock, par value of $0.001 per share (the “Series C Preferred Stock”).

The Series C Preferred Stock will, with respect to dividend rights and rights upon liquidation, winding-up or dissolution, rank: (a) pari passu with the Corporation’s Common Stock, $0.001 par value per share (“Common Stock”); (b) junior to all other series of Preferred Stock, as such may be designated as of the date of this Designation, or which may be designated by the Corporation after the date of this Designation (the “Other Preferred”), and (c) junior to all existing and future indebtedness of the Corporation.

Holders of the Series C Preferred Stock shall vote on all matters requiring a vote of the shareholders of the Corporation, together with the holders of shares of Common Stock and other classes of Preferred Stock entitled to vote, as a single class. Subject to the applicable beneficial ownership limitation, each Holder shall be entitled to the whole number of votes equal to the number of shares of Common Stock into which such holder’s Preferred Shares would be convertible using the record date for determining the stockholders of the Corporation eligible to vote on such matters as the date as of which the number of Conversion Shares is calculated. Holders of the Series C Preferred Stock will also be entitled to vote as a separate class with respect to any matter as to which such voting rights are required by applicable law.

~~For~~During the ~~nine~~first ~~months~~quarter ~~ended~~of ~~September 30,~~ 2022 ~~233~~,~~417~~ 154,242 shares of Series C Convertible Preferred Stock were converted to 2 1,~~334~~542,~~170~~420,000 shares of common stock.

~~For~~At ~~the~~March ~~nine~~31, ~~months~~2023 ~~ended~~and ~~September~~December 3031, ~~2021~~2022 ~~the~~there ~~Company~~were ~~issued 1~~608,~~566,905~~585 shares of Series C Convertible Preferred, ~~valued~~Stock atissued ~~$3,837,647.~~and ~~This was part of a settlement the Company reached with Discover to redeem the secured redeemable convertible debenture dated August 7, 2018~~outstanding. The valuation was derived from a loss on extinguishment of debt of $3,435,695 that represents the fair value of debt forgiveness, less the issuance of 598,048,320 common stock shares valued at par of $0.001, plus cash proceeds to the Company of $1,000,000 from the SPA that the Company entered into.

NOTE 7. COMMITMENTS AND CONTINGENCIES

Legal Matters –

A complaint against the Company, dated February 5, 2020, has been filed in Hennepin County, Minnesota, by Jean Mork Bredeson, the former President and former owner of Service 800, making certain claims related to the Company’s acquisition of Service 800, seeking in excess of $1.6 million in damages. On March 16, 2020, the Company and Service 800 filed an answer, counterclaim and third-party claim against Ms. Bredeson and defendants Allen Bredeson and Jeff Schwedinger, former employees of Service 800. Answers and Affirmative and Additional Defenses to Third Party Claims were filed by Ms. Bredeson on April 7, 2020 and by Mr. Schwedinger on April 9, 2020 and, on April 24, 2020, Ms. Bredeson filed a Motion to Dismiss. The Court denied in full Ms. Bredeson’s motion to dismiss or for a more definite statement. Subsequently, using a wholly owned entity she controls, Ms. Bredeson filed another matter, captioned Green Valley Associates Inc. vs Service 800 Inc., 27-CV-20-13800. Although Ms. Bredeson is seeking to have the matters handled by separate judges, the Company sought consolidation of the two matters before Judge Klein, the judge who denied Ms. Bredeson’s motion to dismiss, but the consolidation was denied. Discovery has closed in both cases. Trial commenced on October 3, 2022. After a week of trial, a technical mistrial occurred based on the Court falling under the minimum number of jurors required to maintain the trial. As a result, the trial is now scheduled for ~~May~~August 2023 with Mediation scheduled for June of 2023.

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The Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards No. 5, states that a firm must distinguish between losses that are probable, reasonably probable or remote. If a contingent liability is deemed probable, it must be directly reported in the financial statements. In July 2010, the FASB issued ASC 450-20 that updated the Standard and uses “probable,” “reasonably possible,” and “remote” to determine the likelihood of the future event that will confirm a loss, an impairment of an asset, or the incurrence of a liability.

Accrual of a loss contingency is required when (1) it is probable that a loss has been incurred at the date of the financial statements and (2) the amount can be reasonably estimated. No accrual has been made in the above matter as the determination is that a loss is not probable as of ~~September~~March 3031, ~~2022~~2023 nor can a loss be reasonably estimated.

Coronavirus Pandemic

In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States of America. The ultimate impact of the COVID-19 pandemic on our results of operations and financial condition is dependent on future developments, including the duration of the pandemic and the related extent of its severity, as well as its impact on the economic conditions, which remain uncertain and cannot be predicted at this time. If the global response to contain the COVID-19 pandemic is unsuccessful, or if governmental decisions to ease pandemic related restrictions are ineffective, premature or counterproductive, the Company could experience a material adverse effect on the Company’s financial condition, results of operations and cash flows. Therefore, while we expect this matter to have an impact our business, the impact to our results of operations and financial position cannot be reasonably estimated at this time.

Russia-Ukraine conflict

The Russian-Ukraine conflict is a global concern. The Company does not have any direct exposure to Russia or Ukraine through its operations, employee base, investments or sanctions. We have no basis to evaluate the possible risks of this conflict.

Other than as set forth above, to our knowledge, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of our executive officers or any of our subsidiaries, threatened against or affecting our Company, our common stock, any of our subsidiaries or any of our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

Operating Lease

We currently lease virtual office space at 3773 Howard Hughes Parkway, Suite: 500 Las Vegas, NV 89169. We pay an annual fee of $120 for this lease. There is also a location in Minnesota for Service 800, Inc. On February 20, 2020 the company moved Service 800, Inc. to 110 Cheshire Lane, Minnetonka Minnesota 55305. Service 800 leases 3,210 square feet of office space under an operating lease agreement with Carlson Center East LLC. The lease, which expires June 30, 2023, requires base monthly rents of $4,160, plus operating expenses.

The public entity guidance in ASU 2016-02, Leases (Topic 842) requires lessees to recognize substantially all leases on their balance sheets as lease liabilities with a corresponding right-of-use asset. Our accounting policy is to keep leases with an initial term of 12 months or less off of the balance sheet.

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The Company leases office space under an operating lease. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments under the lease. Operating lease, right-of-use assets, and liabilities are recognized at the lease commencement date based on the present value of lease payments over the reasonably certain lease term. The implicit rates with the Company’s operating leases are generally not determinable and the Company uses its incremental borrowing rate at the lease commencement date to determine the present value of its lease payments. The determination of the Company’s incremental borrowing rate requires judgement. The company determines its incremental borrowing rate for each lease using its then-current borrowing rate. Certain of the Company’s leases may include options to extend or terminate the lease. The Company establishes the number of renewal options periods used in determining the operating lease term based upon its assessment at the inception of the operating lease. The option to renew the lease may be automatic, at the option of the Company, or mutually agreed to between the landlord and the Company. Once the facility lease term has begun, the present value of the aggregate future minimum lease payments is recorded as a right-of-use asset.

Lease expense is recognized on a straight-line basis over the term of the lease. There are no options to extend or terminate the leases. The Company has no other leases yet to commence. The balance of the right of use asset, net of accumulated depreciation, was $4,597, and the balance of the operating lease liability was $5,716 as of March 31, 2023.

NOTE 8. RELATED PARTIES

On July 19, 2021, the Company issued a convertible promissory note (the “Note”) in favor of Geordan G. Pursglove, the Company’s Chairman and Chief Executive Officer, in the principal amount of $1,500,000, in satisfaction of Mr. Pursglove’s accrued salary owing of $1,239,800 and $260,200 for loss on settlement. The Note accrues interest at 2% per annum, with the principal and interest payments due in twelve equal monthly installments. At the holder’s election, the Note is convertible into shares of the Company’s common stock, at a price per share equal to 100% of the average closing price of the Company’s common stock for the five trading days immediately preceding the date of such conversion (the “Conversion Price”). The cash maturity date is July 19, 2022. On February 8, 2022 there was a conversion of $150,000 worth of ~~the note into 375,000,000~~ shares ~~of common stock~~issued. ~~The cash maturity date was July 19, 2022 and is past due as of September 30, 2022.~~

During the first quarter of 2022, the Company issued 133,902,874 shares of common stock valued at $53,561 as part of the Company’s employment agreement with the Chief Financial Officer, Peter Stazzone.

~~On September 29, 2022 Henry~~ F.-13 ~~Gurley~~Table ~~resigned from the Company’s Board~~ of ~~Directors to prevent a conflict of interest with his current employer.~~Contents

NOTE 9. NET INCOME (LOSS) PER SHARE OF COMMON STOCK

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

Convertible debt that is convertible into 8,~~780~~371,~~883~~517,~~321~~011 and ~~370~~8,~~602~~287,~~246~~324,136 shares of the Company’s common stock are not included in the computation, along with 249,999,900 and 249,999,900 of the Company’s preferred stock Series A after conversion, ~~as of September 30, 2022~~ and ~~2021~~6, ~~respectively. As of September 30~~085, ~~2022~~850,000 ~~there are 608,585 shares of series C preferred stock issued~~ and ~~outstanding that are convertible into~~ 6,085,850,000 ~~shares~~ of ~~common~~the ~~stock.~~Company’s ~~Additionally,~~preferred ~~there~~stock ~~are~~Series ~~16,666,667~~C ~~and~~after 16conversion,~~666,667~~ ~~warrants that are exercisable into shares of stock~~ as of ~~September~~March 3031, ~~2022~~2023 and ~~2021~~December 31, 2022, respectively.

17The ~~Table~~following is a reconciliation of ~~Contents~~the numerator and denominator of the basic and diluted earnings per share computations as of March 31, 2023 and 2022:

The following is a reconciliation of the numerator and denominator of the basic and diluted earnings per share computations for the three and nine - month periods ended September 30, 2022 and 2021:

	Three-month period ended March 31,
	2023			2022
Loss from continuing operations	$	(248,630	)	$	(651,389	)
Consolidated net loss	$	(248,630	)	$	(651,389	)
Weighted average shares used for diluted earnings per share		16,400,026,956			13,682,864,073
Incremental Diluted Shares	-*			-*
Weighted Average shares used for diluted earnings per share		16,400,026,956			13,682,864,073
Net income (loss) per share:
Basic and Diluted: continuing operations	$	(0.00	)	$	(0.00	)
Basic and Diluted: discontinued operations	$	-		$	-

Total Basic and Diluted loss per share	$	(0.00	)	$	(0.00	)

	Nine-month period ended September 30,						Three-month period ended September 30,
	2022			2021			2022			2021
Loss from continuing operations	$	(2,229,093	)	$	(8,791,919	)	$	(958,971	)	$	(1,454,674	)
Consolidated net loss	$	(2,229,093	)		(8,791,919	)	$	(958,971	)	$	(1,454,674	)
Weighted average shares used for diluted earnings per share		15,589,961,938			3,710,228,168			15,589,961,938			6,844,198,467
Incremental Diluted Shares		-	*		-	*		-	*		-	*
Weighted Average shares used for diluted earnings per share		15,589,961,938			3,710,228,168			15,589,961,938			6,844,198,467
Net income (loss) per share:
Basic and Diluted: continuing operations	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Basic and Diluted: discontinued operations	$	-		$	-		$	-		$	-
Total Basic and Diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

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

NOTE 10. SUBSEQUENT EVENTS

~~Not~~The ~~Applicable~~promissory note payable to Discover in the amount of $1,200,000 has a due date of April 1, 2023. The Company has not repaid the note and is in default.

18On ~~Table~~April 13, 2023, the Company received a Notice of ~~Contents~~Default and Demand for Payment for $933,687. The Company believes that prior payments of principal and interest may have been applied to unenforceable investment banking and other fees and charges. It is the Company’s position that the amount owed to TCA is less than the amount set forth above. Our attorney has contacted counsel for TCA to discuss prompt settlement of this matter.

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

Readers are urged to carefully review and consider the various disclosures made by us in this report and in our other reports filed with the Securities and Exchange Commission. Important factors currently known to management could cause actual results to differ materially from those in forward-looking statements. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in the future operating results over time. We believe that our assumptions are based upon reasonable data derived from and known about our business and operations. No assurances are made that actual results of operations or the results of our future activities will not differ materially from our assumptions. Factors that could cause differences include, but are not limited to, expected market demand for our products, fluctuations in pricing for our products, and competition. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. When used in the throughout, the words “may”, “will”, “anticipate”, “believe”, “estimate”, “expect”, “future”, “intend”, “plan”, or the negative of these terms and similar expressions as they relate to the Company or the Company’s management are intended to identify forward-looking statements. Such statements reflect the current view of the Company with respect to future events and we caution you that these statements are not guarantees of future performance or events and are subject to risks, assumptions, and other factors.

The following discussion provides information that management believes is relevant to an assessment and understanding of our past financial condition and plan of operations. The discussion below should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this annual report.

About Beyond Commerce

Beyond Commerce, Inc. was formed as a Nevada corporation on January 12, 2006.We are focused on business combinations of “big data” companies in global B2B internet marketing analytics, technologies and services. Our objective is to develop and deploy disruptive strategic software technology that will build on organic growth potential and to exploit cross-selling opportunities. We plan to offer a cohesive global digital product and services platform to provide clients with a single point of contact for their big data, marketing and related sales initiatives. We believe our business model will ensure that information will remain secure and private, as necessitated by the current market climate.

InWe ~~addition,~~are wefocused ~~provide~~on ~~solutions~~business ~~which~~combinations ~~facilitate the exchange~~ of ~~information~~“big ~~and~~ data” ~~transactions~~companies ~~between~~in ~~supply~~global ~~chain~~B2B ~~participants~~internet marketing analytics, ~~such~~technologies asand ~~manufacturers,~~services. ~~retailers,~~The ~~distributors~~Company’s ~~and~~objective ~~financial~~is ~~institutions,~~to ~~with~~develop ~~the~~and ~~ultimate~~deploy ~~goal~~disruptive ofstrategic ~~automating~~software ~~potential~~technology ~~client~~that ~~internal~~will ~~processes~~build ~~thereby~~on ~~increasing~~organic ~~productivity~~growth potential and ~~lowering~~to ~~costs~~exploit cross-selling opportunities. We plan to ~~develop~~offer ~~proprietary~~a ~~algorithms~~cohesive ~~which~~global itdigital ~~will~~product ~~embed~~and inservices ~~the~~platform ~~planned software~~ to ~~enable~~provide clients towith ~~access~~a single point of contact for their big data, marketing and ~~gain~~related ~~insight~~sales ~~into~~initiatives. ~~their~~We believe our business, ~~through~~model will ensure that ~~data~~information will remain secure and private, ~~leading~~as tonecessitated ~~improved~~by ~~internal~~the ~~decision~~current ~~making~~market climate.

WeIn ~~currently~~addition, ~~own~~we ~~and~~plan ~~operate~~to aprovide ~~data~~solutions ~~company~~which ~~and~~facilitate isthe ~~actively~~exchange ~~seeking~~of ~~acquisition~~information ~~opportunities~~and indata ~~high~~transactions ~~growth~~between ~~sectors~~supply chain participants, such as ~~psychedelics~~manufacturers, ~~cryptocurrency~~retailers, ~~ESports~~distributors and ~~Logistics~~financial ~~among others~~institutions. ~~Our~~The ~~strategy~~goal is to ~~identify~~automate ~~companies~~potential inclient ~~the~~internal ~~early~~processes ~~stages~~thereby ofincreasing ~~development~~productivity orand ~~growth,~~lowering ~~acquire~~costs. ~~them~~We ~~and~~plan ~~provide~~to ~~these~~develop ~~companies~~proprietary ~~capital~~algorithms which it will embed in ~~order~~the planned software to ~~accelerate~~enable ~~their~~clients ~~development~~to access data and ~~growth~~gain ~~with~~insight ~~the~~into ~~intention~~their business, through that data, leading to ~~ultimately~~improved ~~sell~~internal ~~these~~decision ~~companies~~making.

OnThe ~~April~~Company 8,currently ~~2022,~~owns weand ~~entered~~operates ~~into~~ a ~~letter~~data ofcompany ~~intent~~and ~~(the~~is ~~“Letter~~actively ofseeking ~~Intent”)~~acquisition ~~with~~opportunities ~~Electric~~in ~~Built~~high ~~Inc.,~~growth asectors ~~provider~~such ofas ~~electric~~psychedelics, ~~vehicle~~cryptocurrency, ~~design~~ESports and ~~engineering~~Logistics ~~services~~among ~~(“Electric Built”), pursuant to which the Company will acquire the business of Electric Built (the “Transaction”)~~others. The ~~Transaction shall provide the~~ Company ~~with exclusive access to Electric Built~~’s ~~commercial~~strategy ~~business~~is ~~know-how and business connections and operations, with such structure~~ to beidentify ~~negotiated~~companies byin the ~~parties.~~early ~~Consummation~~stages of ~~the~~development ~~Transaction~~or ~~shall~~growth, beacquire ~~subject~~them ~~to the execution of a mutually satisfactory definitive agreement by the Company~~ and ~~Electric~~provide ~~Built~~these ~~(the~~companies ~~“Definitive~~capital ~~Agreement”). Pursuant to the Letter of Intent,~~ in ~~exchange~~order ~~for exclusivity in negotiating the transaction, the Company has issued $50,000 in shares of restricted common stock of the Company,~~ to beaccelerate ~~released~~their atdevelopment ~~Closing~~and ofgrowth ~~the~~with ~~Definitive Agreement. Additionally,~~ the ~~Company~~intention ~~has been given a right of first refusal~~ to ~~purchase~~ultimately ~~the~~sell ~~assets,~~these ~~intellectual property and all other assorted property of Electrogistics, Inc~~companies.

~~The~~5 ~~Company~~Table ~~and Electric Built entered into a Stock Purchase Agreement (the “SPA”) dated as~~ of June 27, 2022, setting forth the definitive terms and condition for the Transaction, whereby the Company would acquire, for a balance of $950,000 in the form of shares of the Company’s common stock, all equity of Electric Built. Pursuant to the SPA, the SPA is subject to termination if due diligence review and required conditions for closing have not been satisfied by September 20, 2022 (the “Termination Date”).Contents

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RESULTS OF OPERATIONS

Through our Service 800 Inc. subsidiary, many of our clients, such as GE Healthcare, Audiology System, Inc., 3M Healthcare, Johnson & Johnson Vision Care, Albany Molecular Research Inc., Sakura Finetek, Abbott Diagnostics, Biosense Webster, a Johnson & Johnson Company and Medtronic to name a few took the time during the pandemic to begin strategic planning with Service 800 to grow their business with the Company through renewals, expansion, and developing better ways to grow our programs with each and every one of them for the future. This select market segment continues to be a major source of revenue for the Company as we expand our services within this business segment. Renewals have been strong during the last nine months, and we anticipate revenue getting back in line with exceeding our expectations as we progress further into the year. All renewals that have taken place are on a minimum of a one to two-year term with an auto renewal taking place when the contract expires. The pandemic helped our customers recognize the value that Service 800 brings to its clients in the form of providing valuable information to not only help their growth within their own companies, but also help them be better providers to their customers as well. We continue to look forward to growth into each division of these companies and expansion to exceed expectations that have been set. We value these customers and seek to achieve positive growth we have set for the remainder of the year and moving onwards for future years to come.

For the Three Months Ended ~~September~~March 3031, ~~2022~~2023 and ~~September~~March 3031, ~~2021~~2022

Revenue

Revenue generated for the three months ended ~~September~~March 3031, ~~2022~~2023 was $~~975~~910,~~636~~869 compared to $1,~~024~~009,~~501~~408 from the comparable three-month period in ~~2021.~~2022 due to a decrease in demand and volume of services from customers.

Operating Expenses

For three months ended ~~September~~March 3031, ~~2022~~2023, operating expenses were $1,~~300~~159,~~442,~~551 and for the three months ended ~~September~~March 3031, ~~2021~~2022, operating expenses were $1,~~540~~560,~~241~~953 indecreasing ~~part~~by toapproximately a$401,000 ~~reduction~~due to decreases in ~~professional~~costs ~~fees~~of revenue of $~~218~~67,~~885.~~000, ~~Cost~~in payroll expenses of ~~revenues~~$139,000, ~~decreased~~in byprofessional fees of $29125,~~164~~000, ~~due~~in toselling ageneral ~~reduction~~and inadministrative ~~revenues~~expenses of $56,000 and ~~general~~in depreciation and ~~administrative~~amortization expense ~~increased~~of by $1314,~~545~~000.

Non-Operating Income (Expense)

~~During~~The Company reported non-operating income of $52 for the three months ended ~~September~~March 3031, ~~2022~~2023, ~~the~~as ~~Company~~compared ~~incurred~~to ~~interest~~non-operating expense of $~~195~~99,~~941~~844 ~~and~~for ~~recognized~~the ~~other~~three ~~expense~~months inended March 31, 2022, attributable principally to the change ofin the fair value of derivative liability resulting in a decrease to expense of $~~442~~142,~~811~~000, other income of $16,000 offset in part by increased interest expense of $59,000.

The Company incurred interest expense of $189,830, recognized an expense due to the change in derivative liability of $223,676 and recorded net expense relating to debt forgiveness, amortization of debt discount and loss on extinguishment of debt of $530,015 for the three months ended September 30, 2021.

Net Income (loss)

Loss from operations for the three months ended ~~September~~March 3031, ~~2022~~2023 and ~~2021~~2022 was $~~324~~248,~~806~~682 and ~~515~~551,~~740~~545, respectively. For three months ended ~~September~~March 3031, ~~2022~~2023, the Company incurred a net loss of $~~958~~244,~~971~~043 as compared to a net loss of $1646,~~454,674~~802 for the three months ended ~~September~~March 3031, ~~2021~~2022. ~~due~~The todecrease ~~the~~of ~~reduction~~approximately $403,000 of ~~operating~~net loss between the two periods is attributable to a decrease in costs asof ~~detailed~~revenues ~~above~~of $67,000, in payroll expenses of $139,000, in professional fees of $125,000, in selling and ~~the~~general ~~loss~~and onadministrative ~~extinguishment~~expenses of ~~debt~~$56,000 and in depreciation and amortization expenses of $114,~~131~~000. Non-operating expenses decreased by approximately $100,~~856,~~000 ~~which~~offset ~~occurred~~in part by a decrease in ~~2021~~revenues of $98,000.

For the Nine Months Ended September 30, 2022 and September 30, 2021

Revenue

Revenue generated for the nine months ended September 30, 2022 was $3,023,137 compared to $3,258,619 from the comparable nine-month period in 2021

Operating Expenses

For nine months ended September 30, 2022, operating expenses were $4,281,799 and for the nine months ended September 30, 2021, operating expenses were $5,135,496. The Company’s cost of revenues decreased by $145,670 corresponding to a decrease in revenues in the comparable periods. The Company was able to achieve a reduction in professional fees of $581,523 and payroll expense of $78,140 during the nine months ended September 30, 2022 compared to the same period in 2021. General and administrative expenses increased by $7,227 and depreciation expense decreased by $55,591 in 2022 compared to the same nine-month period ended September 30, 2021.

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Non-Operating Income (Expense)

The Company reported non-operating expense of $984,191 for the nine months ended September 30, 2022, as compared to $6,928,746 for the nine months ended September 30, 2021 due mainly to the recording of derivative related expenses of $2,944,750, loss on extinguishment of debt of $5,088,555 and offset in part by the gain on the forgiveness of the PPP loan of $1,133,514 during the nine months ended September 30, 2021.

During the nine months ended September 30, 2022, the Company incurred interest expense of $534,952 and recognized other expense from the change of the derivative liability of $455,720.

Net Income (loss)

Loss from operations for the nine months ended September 30, 2022 and 2021 was $1,258,662 and 1,876,877, respectively due to the factors detailed above and noting that the derivative related expenses and loss on extinguishment of debt occurring in 2021 did not continue in 2022.

The net loss for the nine months ended September 30, 2022 and 2021 was $2,229,093 and $8,791,919, respectively.

Purchase of Significant Equipment

We do not anticipate the purchase or sale of any plant or significant equipment during the next twelve (12) months.

Going Concern

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

As of ~~September~~March 3031, ~~2022~~2023, we had an accumulated deficit of $70,~~037~~432,~~691~~902 and a working capital deficit of $5,~~552~~772,~~398~~358. These conditions raise substantial doubt about our ability to continue as a going concern. We intend to continue relying upon the issuance of debt and equity securities to finance our operations. In this regard, we are restricted by the number of shares available for issuance in an equity financing, and we will likely need to increase our authorized capital in order to take advantage of such financing. However, there can be no assurance that we will be successful in obtaining shareholder approval to increase our authorized capital, that we will be successful in raising the funds necessary to maintain operations, or that a self-supporting level of operations will ever be achieved. The likely outcome of these future events is indeterminable. Our financial statements do not include any adjustment to reflect the possible future effect on the recoverability and classification of the assets or the amounts and classification of liabilities that may result should we cease to continue as a going concern.

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Liquidity and Capital Resources

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

We had total current assets of $1,~~636~~112,~~311~~335 and $1,~~607~~381,~~347~~058 as of ~~September~~March 3031, ~~2022~~2023 and December 31, ~~2021~~2022, respectively. Current assets would consist primarily of cash and accounts receivable. The Company had a $70,~~037~~432,~~691~~902 accumulated deficit on its balance sheet as of ~~September~~March 3031, ~~2022~~2023.

We had total current liabilities of $76,~~191~~884,~~709~~693 and $56,~~414~~998,~~772~~671 as of ~~September~~March 3031, ~~2022~~2023 and December 31, ~~2021~~2022, respectively. Current liabilities consisted primarily of the derivative liability, accounts payable, accrued payroll and payroll taxes, related party debt, conventional and convertible debt, lease liability, accrued loss contingency, and accrued interest. In the three ~~current~~months ~~nine~~ended ~~months~~March 31, 2023 there were approximate increases in accrued interest of $~~417~~152,000 and in ~~accrued payroll liabilities of $45,000. Short~~short-term ~~borrowings~~borrowing –of ~~related party decreased by~~ $~~150~~50,000 due to the ~~partial~~amortization ~~conversion~~of ondebt ~~the~~discount ~~note~~in ~~for~~the ~~stock~~quarter. ~~Short-term~~In ~~borrowings~~the ~~from~~three ~~nonrelated~~months ~~parties~~ended ~~increased~~March ~~by $1~~31,~~100,000~~ ~~joined~~2023 bythere awere ~~decrease~~approximate decreases in accounts payable of $7577,000, ~~a decrease~~ in ~~the~~accrued ~~current~~payroll ~~portion~~liabilities of $36,000, in the ~~lease~~derivative liability ~~value~~ of $16190,000 and ~~an increase~~ in ~~derivative~~operating ~~liabilities~~lease liability of $~~455~~13,~~720~~000.

21We ~~Table~~had a working capital deficit of ~~Contents~~$5,772,358 and $5,617,613 as of March 31, 2023 and December 31, 2022, respectively.

We had a working capital deficit of $5,552,398 and $3,807,425 as of September 30, 2022 and December 31, 2021, respectively, which increase is mainly due to the net increase in short-term borrowings during the three months ended September 30, 2022.

Cash Flow from Operating Activities

For the ~~nine~~three months ended ~~September~~March 3031, ~~2022~~2023 and ~~2021~~2022, cash used in operating activities was $~~959~~264,~~652~~027 and $1358,~~464,373~~912 respectively. ~~This~~due ~~decrease~~in part to net losses of ~~cash~~$248,630 ~~used~~and is$651,389, ~~attributable~~respectively. toFor the ~~decreased~~three ~~cash~~months ~~requirements~~ended ~~for~~March ~~the~~31, ~~operations~~2023 ofother ~~the~~uses ~~Company~~of ~~which~~cash ~~recorded~~included athe ~~loss~~change ~~from~~in ~~operations~~derivative ofliability ~~$1,258,662~~offset ~~for~~in ~~the~~part ~~nine~~by ~~months~~depreciation ~~ended~~and ~~September~~amortization ~~30,~~expenses ~~2022~~that ~~compared~~net to approximately $146,~~876,877~~000 ~~for~~offset in part by the ~~same~~cash ~~period~~provided by the net change in ~~2021~~current assets and liabilities of $30,000.

For the three months ended March 31, 2022 other components of increases to cash from operating activities were the net of depreciation and amortization expense, stock-based compensation and a decrease from the change in derivative liability of approximately $173,000 added to the net change in current assets and liabilities of $119,000.

Cash Flow from Investing Activities

No cash was used in investing activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2022~~2023 and ~~2021~~2022.

Cash Flow from Financing Activities

~~For~~No ~~the~~cash ~~nine~~was ~~months~~used ~~ended~~in ~~September~~or ~~30, 2022 and 2021, cash~~ provided by financing activities ~~was~~for ~~$1,000,000~~the ~~and~~three ~~$1,683,684,~~months ~~respectively,~~ended ~~due~~March ~~to proceeds from notes payable of 1~~31,~~000,000~~ ~~and~~2023 ~~775,000, respectively,~~ and ~~the sale of Series C Preferred Stock of $0 and $1,000,000, respectively~~2022.

Contractual Obligations

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

Inflation

Inflation and changing prices have not had a material effect on our business and we do not expect that inflation or changing prices will materially affect our business in the foreseeable future.

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

Seasonality

In the past, our operating results and operating cash flows historically have not been subject to seasonal variations. This pattern may change, however, in the event that we succeed in bringing our planned products to market.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations is based on our unaudited condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an on-going basis, we evaluate past judgments and our estimates, including those related to allowance for doubtful accounts, allowance for inventory write-downs and write offs, deferred income taxes, provision for contractual obligations and our ability to continue as a going concern. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

22Note ~~Table~~2 to the consolidated financial statements, presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, describes the critical accounting estimates and policies used in preparation of ~~Contents~~our consolidated financial statements. There were no significant changes in our critical accounting estimates during the three months ended March 31, 2023.

Note 2 to the consolidated financial statements, presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, describes the critical accounting estimates and policies used in preparation of our consolidated financial statements. There were no significant changes in our critical accounting estimates during the three months ended September 30, 2022.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a “smaller reporting company” as defined in Item 10(f)(1) of SEC Regulation S-K.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

WeOur ~~maintain~~management, with the participation of our President (“Certifying Officers”), has evaluated the effectiveness of our disclosure controls and procedures,” (as defined in Rules 13a-~~15(e~~1I) and ~~15d-15~~15I5(e) under the Exchange Act) ~~that~~as ~~are~~of ~~designed~~the toend ~~ensure~~of ~~that~~the ~~information~~fiscal ~~required~~period tocovered ~~be disclosed~~ by athis ~~company~~Annual inReport ~~the~~on ~~reports~~Form ~~that~~10-K. itBased ~~files~~upon orsuch ~~submits~~evaluation, ~~under~~ the ~~Exchange~~Certifying ~~Act~~Officers ishave ~~recorded,~~concluded ~~processed~~that, ~~summarized~~as ~~and~~of ~~reported~~the ~~within~~end ~~the~~of ~~time~~such ~~periods~~period, ~~specified~~December in31, 2021, the ~~SEC~~Company’s ~~rules~~disclosure ~~and forms. Disclosure~~ controls and procedures ~~include,~~were ~~without~~not ~~limitation,~~effective ~~controls and procedures designed~~ to ensure that information required to be disclosed by aus ~~company~~ in the reports ~~that~~we itfile ~~files~~ or ~~submits~~submit under the Exchange Act is ~~accumulated~~recorded, ~~and communicated to the company’s management~~processed, ~~including~~summarized ~~its principal executive~~ and ~~principal~~reported ~~financial~~within ~~officers,~~the astime ~~appropriate~~periods tospecified ~~allow~~in ~~timely decisions regarding required disclosure. Our management, with~~ the ~~participation~~SEC’s ofrules ~~our~~and ~~Chief~~forms ~~Executive Officer~~ and ~~our~~is ~~Chief~~accumulated ~~Financial Officer, evaluated the effectiveness of our disclosure controls~~ and ~~procedures~~communicated asto ~~of September 30~~management, ~~2022.~~including ~~Based on the evaluation of~~ our ~~disclosure~~Certifying ~~controls and procedures as of September 30~~Officers, ~~2022,~~to ~~our~~allow ~~Chief~~timely ~~Executive~~decisions ~~Officer~~regarding ~~and Chief Financial Officer concluded that, as of~~ such ~~date, our~~ disclosure ~~controls were not effective~~.

AsWe ~~funds~~have ~~become~~taken ~~available~~and continue to ustake remedial steps to improve our internal controls over financial reporting, which includes hiring additional personnel, we ~~expect~~will continue to ~~implement~~assess ~~additional~~the ~~measures~~weaknesses as these individuals progress through our onboarding process. We also continue to ~~improve~~expand ~~disclosure~~the ~~controls~~functionality ~~and~~of ~~procedures~~our ~~such~~internal asaccounting ~~implementing~~systems to provide for higher levels of automation and ~~documenting~~assurance in our ~~internal~~financial ~~controls~~reporting ~~procedures~~function.

Changes in internal controls over financial reporting

There was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

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Limitations on the Effectiveness of Controls

A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The Company’s management, including its Principal Executive Officer and its Principal Financial Officer, do not expect that the Company’s controls will prevent or detect all errors and all fraud. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.

These inherent limitations include the realities that judgments in decision-making can be faulty, and these breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with associated policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS –

A complaint against the Company, dated February 5, 2020, has been filed in Hennepin County, Minnesota, by Jean Mork Bredeson, the former President and former owner of Service 800, making certain claims related to the Company’s acquisition of Service 800, seeking in excess of $1.6 million in damages. On March 16, 2020, the Company and Service 800 filed an answer, counterclaim and third-party claim against Ms. Bredeson and defendants Allen Bredeson and Jeff Schwedinger, former employees of Service 800. Answers and Affirmative and Additional Defenses to Third Party Claims were filed by Ms. Bredeson on April 7, 2020 and by Mr. Schwedinger on April 9, 2020 and, on April 24, 2020, Ms. Bredeson filed a Motion to Dismiss. The Court denied in full Ms. Bredeson’s motion to dismiss or for a more definite statement. Subsequently, using a wholly owned entity she controls, Ms. Bredeson filed another matter, captioned Green Valley Associates Inc. vs Service 800 Inc., 27-CV-20-13800. Although Ms. Bredeson is seeking to have the matters handled by separate judges, the Company sought consolidation of the two matters before Judge Klein, the judge who denied Ms. Bredeson’s motion to dismiss, but the consolidation was denied. Discovery has closed in both cases. Trial commenced on October 3, 2022. After a week of trial, a technical mistrial occurred based on the Court falling under the minimum number of jurors required to maintain the trial. As a result, the trial is now scheduled for ~~May,~~August 2023 with Mediation scheduled for June 2023.

Accrual of a loss contingency is required when (1) it is probable that a loss has been incurred at the date of the financial statements and (2) the amount can be reasonably estimated. No accrual has been made in the above matter as the determination is that a loss is not probable as of ~~September~~December 3031, 2022 nor can a loss be reasonably estimated.

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

ITEM 1A. RISK FACTORS.

We believe there are no changes that constitute material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022, filed with the U.S. Securities and Exchange Commission on March 31, ~~2022~~2023.

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

There were no unregistered sales of equity securities during the period ended ~~September~~March 3031, ~~2022~~2023.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

A Convertible Promissory Note, bearing an annual interest rate of 12% secured, due August 27, 2019 remains outstanding and is in default. There has been no default in the payment of principal, interest, sinking or purchase fund installment, or any other material default, with respect to any other indebtedness of the Company.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION

~~Henry~~There ~~Gurley~~is ~~resigned~~no ~~from~~other ~~the~~information ~~Board~~required ofto ~~Directors~~be ofdisclosed ~~the~~under ~~Company~~this ~~effective September~~item ~~29,~~which ~~2022. Such resignation~~ was not ~~the result~~previously ~~of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices~~disclosed.

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ITEM 6. EXHIBITS.

ExhibitNumber	Exhibit Description	Form	Exhibit	FilingDate	Herewith
Exhibit Number	Exhibit Description	Form	Exhibit	Filing Date	Herewith
10.1	Stock Purchase Agreement	8-K	10.1	9/16/2022
10.2	Amendment	8-K	10.2	9/16/2022
31.1	Rule 13a-14(a) Certification of Principal Executive Officer.				x
31.2	Rule 13a-14(a) Certification of Principal Financial Officer.				x
32.1*	Section 1350 Certification of Principal Executive Officer.				x
32.2*	Section 1350 Certification of Principal Financial Officer.				x
101.INS	XBRL Instance.				x
101.XSD	XBRL Schema.				x
101.PRE	XBRL Presentation.				x
101.CAL	XBRL Calculation.				x
101.DEF	XBRL Definition.				x
101.LAB	XBRL Label.				x

*	In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not deemed filed for purposes of Section 18 of the Exchange Act.

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SIGNATURES

In accordance with ~~Section~~the 13requirements ~~or 15(d)~~ of the ~~Securities~~ Exchange Act ~~of 1934~~, ~~as amended,~~ the registrant ~~has duly~~ caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Beyond Commerce, Inc.
Dated: November 14, 2022	By:	/s/ Geordan Pursglove
May 12, 2023	By:	/s/ Geordan Pursglove
		Geordan Pursglove, President / CEO(Principal Executive Officer)
		Geordan Pursglove, President/CEO and Director (Principal Executive Officer)

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Filing Compare · Beyond Commerce, Inc.