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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 10-Q

 

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

For the quarterly period ended June 30, 2023

or

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

For the transition period from

 

Commission File No. 000-54739

 

Ameritek Ventures, Inc.

(Name of small business issuer in its charter)

 

Nevada

 

87-2380777

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

325 N Milwaukee Ave. Suite G1

Wheeling, IL 60090

(Address of principal executive offices)

 

(312) 239-3574

(Issuer’s telephone number)

 

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

 

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

 

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

 

Large accelerated filer

Accelerated filer

Non-accelerated 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 12b-2 of the Exchange Act). Yes      No

 

Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of August 11, 2023, the Company had 514,226,791 outstanding shares of its common stock, par value $0.001.

 

 

 

 

 


1


 

 

 

Special Note Regarding Forward-Looking Statements

 

This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2, of Part I of this report include forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by forward-looking statements.

 

In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “proposed,” “intended,” or “continue” or the negative of these terms or other comparable terminology. You should read statements that contain these words carefully, because they discuss our expectations about our future operating results or our future financial condition or state other “forward-looking” information. There may be events in the future that we are not able to accurately predict or control. Before you invest in our securities, you should be aware that the occurrence of any of the events described in this Quarterly Report could substantially harm our business, results of operations and financial condition, and that upon the occurrence of any of these events, the trading price of our securities could decline and you could lose all or part of your investment. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, growth rates, levels of activity, performance or achievements. We are under no duty to update any of the forward-looking statements after the date of this Quarterly Report to conform these statements to actual results.

 


2


 

 

 

TABLE OF CONTENTS

 

PART I – FINANCIAL INFORMATION

 

 

 

 

 

 

 

 

Item 1.

Financial Statements

 

 

 

 

Condensed Consolidated Balance Sheets (unaudited)

 

4

 

 

Condensed Consolidated Statements of Operations (unaudited)

 

5

 

 

Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (unaudited)

 

6

 

 

Condensed Consolidated Statements of Cash Flows (unaudited)

 

7

 

 

Notes to Condensed Consolidated Financial Statements (unaudited)

 

8

 

 

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

15

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

 

17

 

Item 4.

Controls and Procedures

 

17

 

 

 

 

 

 

PART II – OTHER INFORMATION

 

 

 

 

 

 

 

 

Item 1.

Legal Proceedings

 

19

 

Item 1A.

Risk Factors

 

19

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

19

 

Item 3.

Defaults Upon Senior Securities

 

19

 

Item 4.

Mine Safety Disclosures

 

19

 

Item 5.

Other Information

 

19

 

Item 6.

Exhibits

 

20

 

Signatures

 

21

 

 


3


 

 

AMERITEK VENTURES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 (Unaudited)

 

 

 

 

June 30,

 

 

December 31,

 

 

 

 

2023

 

 

2022

 

ASSETS

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

Cash

 

 

$

2,758

 

 

$

751

 

Accounts receivable, net

 

 

 

62,252

 

 

 

374,003

 

Prepaid expenses

 

 

 

1,520

 

 

 

1,519

 

Total current assets

 

 

 

66,530

 

 

 

376,273

 

Property and equipment, net

 

 

 

-

 

 

 

-

 

Long-term assets:

 

 

 

 

 

 

 

 

 

Investment in securities

 

 

 

661,886

 

 

 

661,886

 

Patent

 

 

 

250,000

 

 

 

250,000

 

Product development, net

 

 

 

544,208

 

 

 

2,791,472

 

Goodwill

 

 

 

2,184,715

 

 

 

-

 

Total long-term assets 

 

 

 

3,640,809

 

 

 

3,703,358

 

Total assets 

 

 

$

3,707,339

 

 

$

4,079,631

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDER’S EQUITY

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

$

1,094,266

 

 

$

1,191,025

 

Accrued interest and expenses

 

 

 

486,209

 

 

 

426,842

 

Deferred revenue

 

 

 

248,815

 

 

 

386,496

 

Short-term debt

 

 

 

21,000

 

 

 

21,000

 

Total current liabilities

 

 

 

1,850,290

 

 

 

2,025,363

 

Long-term liabilities:

 

 

 

 

 

 

 

 

 

Long term debts

 

 

 

1,602,520

 

 

 

1,755,899

 

Total liabilities

 

 

 

3,452,810

 

 

 

3,781,262

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity (deficit):

 

 

 

 

 

 

 

 

 

Preferred stock Series A, $0.01 par value, 10,000,000 shares authorized, 7,488,730 issued and outstanding, respectively

 

 

 

74,887

 

 

 

74,887

 

Preferred stock Series B, $0.01 par value, 10,000,000 shares authorized, 10,000,000 issued and outstanding, respectively

 

 

 

100,000

 

 

 

100,000

 

Preferred stock Series C, $0.01 par value, 60,000,000 shares authorized, 36,888,972 issued and outstanding, respectively

 

 

 

368,890

 

 

 

368,890

 

Preferred stock Series D, $0.01 par value, 10,000,000 shares authorized, 9,083,630 issued and outstanding, respectively

 

 

 

90,836

 

 

 

90,836

 

Preferred stock Series E, $0.01 par value, 23,000,000 shares authorized, 23,000,000 issued and outstanding, respectively

 

 

 

230,000

 

 

 

230,000

 

Common stock, $0.001 par value, 950,000,000 shares authorized, 514,226,791 issued and outstanding, respectively

 

 

 

514,227

 

 

 

514,227

 

Additional paid in capital

 

 

 

1,239,878

 

 

 

1,239,878

 

Accumulated deficit

 

 

 

(2,364,189

)

 

 

(2,320,349

)

 

 

 

 

 

 

 

 

 

 

Total stockholders' equity

 

 

 

254,529

 

 

 

298,369

 

 

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

 

$

3,707,339

 

 

$

4,079,631

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

AMERITEK VENTURES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


4


 

 

 

 

 

Three months period

 

 

 

Six months ended

 

 

 

 

April 1 to June 30

 

 

 

June 30

 

 

 

2023

 

 

 

2022

 

 

 

2023

 

 

 

2022

 

Revenue:

 

$

274,279

 

 

$

186,202

 

 

$

516,599

 

 

$

670,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Development and support

 

 

181,447

 

 

 

85,577

 

 

 

301,092

 

 

 

508,933

 

General and administrative

 

 

83,385

 

 

 

127,535

 

 

 

121,511

 

 

 

225,919

 

Salaries and benefits

 

 

-

 

 

 

439

 

 

 

277

 

 

 

2,365

 

Depreciation and amortization

 

 

10,046

 

 

 

52,410

 

 

 

62,549

 

 

 

104,533

 

Total operating expenses

 

 

274,878

 

 

 

265,961

 

 

 

485,429

 

 

 

841,750

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income/(loss)

 

 

(599

)

 

 

(79,759

)

 

 

31,170

 

 

 

(171,163

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Income from Robotic Arm

 

 

-

 

 

 

165,472

 

 

 

-

 

 

 

330,943

 

Interest expense

 

 

(36,484

)

 

 

(38,466

)

 

 

(75,010

)

 

 

(76,256

)

Net income (loss):

 

$

(37,083

)

 

$

47,246

 

 

$

(43,840

)

 

$

83,524

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.00

)

 

$

0.00

 

 

$

(0.00

)

 

$

0.00

 

Diluted

 

$

(0.00

)

 

$

0.00

 

 

$

(0.00

)

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

514,226,791

 

 

 

514,226,791

 

 

 

514,226,791

 

 

 

514,226,791

 

Diluted

 

 

514,226,791

 

 

 

514,226,791

 

 

 

514,226,791

 

 

 

514,226,791

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

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


5


 

 

AMERITEK VENTURES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(Unaudited)

 

For the six months ended June 30, 2023

 

Series A

Series B

Series C

Series D

Series E

 

Additional

 

Total

 

Preferred Stock

Preferred Stock

Preferred Stock

Preferred Stock

Preferred Stock

Common Stock

Paid-in

(Accumulated

Stockholders’

Shares

 

Amount

Shares

 

Amount

Shares

 

Equity

Shares

 

Amount

Shares

 

Amount

Shares

 

Amount

Capital

Deficit)

Equity

Balance, December 31, 2021

7,488,730

 

$

74,887

10,000,000

 

$

100,000

36,888,972

 

$

368,890

9,083,630

 

$

90,836

23,000,000

 

$

230,000

514,226,791

 

$

514,227

$

1,239,878

$

(2,481,091)  

$

137,627   

Net income June 30, 2022

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

 

-

$

83,524      

 

83,524

Balance, June 30, 2022

7,488,730

 

$

74,887

10,000,000

 

$

100,000

36,888,972

 

$

368,890

9,083,630

 

$

90,836

23,000,000

 

$

230,000

514,226,791

 

$

514,227

$

1,239,878

$

(2,293,999)  

$

324,719   

Balance, December 31, 2022

7,488,730

 

$

74,887

10,000,000

 

$

100,000

36,888,972

 

$

368,890

9,083,630

 

$

90,836

23,000,000

 

$

230,000

514,226,791

 

$

514,227

$

1,239,878

$

(2,320,349)  

$

298,369   

Net loss June 30, 2023

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

 

-

$

     (43,840

)

(43,840)

Balance, June 30, 2023

7,488,730

 

$

74,887

10,000,000

 

$

100,000

36,888,972

 

$

368,890

9,083,630

 

$

90,836

23,000,000

 

$

230,000

514,226,791

 

$

514,227

$

1,239,878

$

(2,364,189)  

 $

254,529   

 

 

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

 

 


6


 

 

 

AMERITEK VENTURES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

2023

 

 

2022

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(43,840

)

 

$

83,524

 

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Amortization and depreciation

 

 

62,549

 

 

 

104,533

 

Gain on extinguishment of debt

 

 

-

 

 

 

(165,472

)

Decrease (increase) in assets:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

311,750

 

 

 

(115,145

)

Prepaid expenses

 

 

-

 

 

 

22,778

 

Increase (decrease) in liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

 

(96,759

)

 

 

187,853

 

   Accrued interest

 

 

59,367

 

 

 

57,709

 

   Deferred revenues

 

 

(137,681

)

 

 

(35,795

)

Net cash flow provided by operating activities

 

 

155,386

 

 

 

139,985

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

  Purchase of equipment

 

 

-

 

 

 

(21,984

)

Net cash flow (used in) investing activities

 

 

-

 

 

 

(21,984

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 Repayment of long-term debt

 

 

(153,379

)

 

 

(149,711

)

Net cash flow (used in) financing activities

 

 

(153,379

)

 

 

(149,711

)

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

 

2,007

 

 

 

(31,710

)

Cash - beginning

 

 

751

 

 

 

32,930

 

Cash - ending

 

$

2,758

 

 

$

1,120

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow information

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

-

 

 

$

-

 

Cash paid for property taxes

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

 

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

 

Sale of drone patent for common stock

 

$

-

 

 

$

661,886

 

 

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

  


7


 

 

AMERITEK VENTURES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

1.GENERAL ORGANIZATION AND BUSINESS 

The Company was organized on December 27, 2010, under the laws of the State of Nevada, as ATVROCKN. On June 20, 2017, the Company changed its corporate name to Ameritek Ventures, Inc (“Ameritek Ventures” or “Ameritek” or the “Company”).

 

Ameritek is a group of companies that provides various world-class software and hardware products and services beneficial to businesses, organizations, and governments. We have an established presence in the warehouse solutions market. With Interactive Systems, Inc. we provide software inventory management and with interlinkONE, Inc. we provide SaaS cloud-based solutions for warehouse and inventory fulfillment. We manufacture and innovate advanced technological developments in the medical industry, such as the DittoMask high filtration mask and FlexFridge portable medical use mini-fridge. We also develop blockchain technology software programs under WebBeeo and CordTell companies. Furthermore, Ameritek Ventures explores augmented reality technology with Passley, Inc., and Augmum, Inc. Meanwhile, our vertical landing aircraft service from AeroPass, Inc. takes ZenaDrone technology to a higher level with members-only passenger first-class transport across cities. Ecker Capital, LLC, is our merger and acquisition division. The Company also recently created a new business, Equock, Inc., with which the Company will develop an electric bicycle with focus on the growing online delivery industry.

 

2.SUMMARY OF ACCOUNTING PRINCIPLES 

 

Basis of Accounting

The financial statements and accompanying notes are prepared under accrual of accounting in accordance with generally accepted accounting principles of the United States of America ("US GAAP"). These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein.

 

Use of Estimates

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

 

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

 

Long-lived Assets

The Company reviews the carrying value of property, plant, and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends, and prospects, as well as the effects of obsolescence, demand, competition, and other economic factors.

 

Property and Equipment

Equipment is recorded at its acquisition cost, which includes the costs to bring the equipment to the condition and location for its intended use, and equipment is depreciated using the straight-line method over the estimated useful life of the related asset as follows:

 

Furniture and fixtures

 

5 years

Computers and equipment

 

3-5 years

Website development

 

3 years

Leasehold improvements

 

5 years

 

Amortization of leasehold improvements is computed using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements.

 

Assets held under capital leases are recorded at the lower of the net present value of the minimum lease payments or the fair value of the leased asset at the inception of the lease. Amortization expense is computed using the straight-line method over the useful lives of the assets due to transfer of ownership after the lease term has expired.

 

Maintenance and repairs will be charged to expense as incurred. Significant renewals and betterments will be capitalized. At the time of retirement or other disposition of equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations.

 

Property and equipment are evaluated for impairment whenever impairment indicators are prevalent. The Company will assess the recoverability of equipment by determining whether the depreciation and amortization of these assets over their remaining life can be recovered through projected undiscounted future cash flows. The amount of equipment impairment, if any, will be measured based on fair value and is charged to operations in the period in which such impairment is determined by management.

 

Fair Value of Financial Instruments

Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, accounts payable and accrued expenses reported on the balance sheets are estimated by management to approximate fair value primarily due to the short-term nature of the instruments. The Company has debt instruments that required fair value measurement on a recurring basis.


8


  

Intangible Assets and Intellectual Property

Intangible assets are amortized using the straight-line method over their estimated period of benefit of five to fifteen years. We evaluate the

recoverability of intangible assets periodically and take into consideration events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. All of our intangible assets are subject to amortization. No material impairments of intangible assets have been identified during any of the periods presented. As of June 30, 2023 and December 31, 2022, the Company’s accumulated amortization expense on intangible assets totaled $411,190, and $358,687, respectively.

 

(a)Product Development 

During the fourth quarter of 2022, certain historical accounts have been reclassified to comply with their treatment according to ASC. What was classified as goodwill in 2021 is classified as product development for 2022. Upon further consideration, discussion and review, the Company has reverted to its previous classification of goodwill, separating goodwill from product development. Goodwill is not being amortized.

(b)Patent 

The Company has a US patent 9217598B2 for FlexFridge, a foldable refrigerator, acquired with the Bozki merger. The patent is not being amortized because we have not put it into production yet. However, we will amortize it when it goes into production.

 

Goodwill

The Company evaluates the carrying value of goodwill during the fourth quarter of each year and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. Such circumstances could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. When evaluating whether goodwill is impaired, the Company compares the fair value of the reporting unit to which the goodwill is assigned to the reporting unit's carrying amount, including goodwill. The fair value of the reporting unit is estimated using a combination of the income, or discounted cash flows, approach, and the market approach, which utilizes comparable companies' data. If the carrying amount of a reporting unit exceeds its fair value, then the amount of the impairment loss must be measured.

 

The impairment loss would be calculated by comparing the implied fair value of reporting unit goodwill to its carrying amount. In calculating the implied fair value of reporting unit goodwill, the fair value of the reporting unit is allocated to all of the other assets and liabilities of that unit based on their fair values. The excess of the fair value of a reporting unit over the amount assigned to its other assets and liabilities is the implied fair value of goodwill. An impairment loss would be recognized when the carrying amount of goodwill exceeds its implied fair value. The Company's evaluation of goodwill completed during the past periods resulted in no impairment losses for the year ended December 31, 2022.

 

Ameritek Ventures sold in the first quarter of 2022 drone patent in exchange for 3,500,000 common shares per share Canadian, at the exchange rate of 1.2691 $US to CAN$. Ameritek realized the $661,887 revenue equally from the period January 1 through December 31, 2022.

 

Beneficial Conversion Features

From time to time, the Company may issue convertible notes that may contain an imbedded beneficial conversion feature. A beneficial conversion feature exists on the date a convertible note is issued when the fair value of the underlying common stock to which the note is convertible into is in excess of the remaining unallocated proceeds of the note after first considering the allocation of a portion of the note proceeds to the fair value of warrants if related warrants have been granted.

 

The intrinsic value of the beneficial conversion feature is recorded as a debt discount with a corresponding amount to additional paid in capital. The debt discount is amortized to interest expense over the life of the note using the effective interest method.

 

Basic and Diluted Net Earnings per Share

Basic net earnings (loss) per common share is computed by dividing net earnings (loss) applicable to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted net earnings (loss) per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be issued upon exercise of common stock options. In periods where losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive.

 

Earnings per Share

The basic earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the weighted average number of common shares issued and outstanding during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first year for any potentially dilutive debt or equity.

 

Dividends

The Company has not yet adopted any policy regarding payment of dividends. No dividends have been paid during the period shown.

 

Revenue Recognition

We account for revenue in accordance with ASC Topic 606, “Revenue from Contracts with Customers.”

 

Performance Obligations

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC Topic 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are classified as deferred revenue on the balance sheet.

 

Our Company sells software with the following terms, twelve months, six months, three months and one month. We earn our revenue with the passage of time. Any unearned revenue we classify as deferred revenue. For each reporting period we prepare a schedule to separate the revenue earned from the deferred revenue and book the deferred amount. Deferred revenue are payments received from customers for products or services that have not been delivered yet. There are no costs associated with the deferred revenue since all the costs incur in day-to-day operations and though passage of time.

 


9


As of June 30, 2023, we had $248,815 of outstanding performance obligations, comprised of deferred revenue. We expect to recognize approximately 50% of deferred revenue as revenue by the end of 2023 and the remaining balance thereafter.

 

Revenue Recognition

The Company designs and sells various software and maintenance programs to business enterprises including, among others, warehouse distribution to printing and battery manufacturing companies, and marketing services to financial services and insurance companies, printing, or advertising companies. Prior to shipment, each software product is tested extensively to meet Company specifications. The software is shipped fully functional via electronic delivery but requires some installation and setup.

 

Installation is a standard process, outlined in the owner's manual, consisting principally of setup, calibrating, and testing the software. A purchaser of the software could complete the process using the information in the owner's manual, although it would probably take significantly longer than it would take the Company’s technicians to perform the tasks. Although other vendors do not install the Company’s software, they do provide largely interchangeable installation services for a fee. Historically, the Company has never sold the software without installation. Most installations are performed by the Company within 7 to 24 days of shipment and are included in the overall sales price of the software. In addition, the customer must pay for support contracts and training packages, depending on their desired level of service. The Company is the only manufacturer of the software and it only sells software on a standalone basis directly to the end user.

 

The sales price of the arrangement consists of the software, installation, and training and support services, which the customer is obligated to pay in full upon delivery of the software. In addition, there are no general rights of return involved in these arrangements. Therefore, the software is accounted for as a separate unit of accounting.

 

The Company does not have vendor-specific objective evidence of selling price for the software because it does not sell the software separately (without installation services and support contracts). In addition, third-party evidence of selling price does not exist as no vendor separately sells the same or largely interchangeable software. Therefore, the Company uses its best estimate of selling price when allocating such arrangement consideration.

 

In estimating its selling price for the software, the Company considers the cost to produce the software, profit margin for similar arrangements, customer demand, effect of competitors on the Company’s software, and other market constraints. When applying the relative selling price method, the Company uses its best estimate of selling price for the software, and third-party evidence of selling price for the installation. Accordingly, without considering whether any portion of the amount allocable to the software is contingent upon delivery of the other items, the Company allocates the selling price to the software, support, and installation.

 

The Company doesn’t currently provide product warranties, but if it does in the future it will provide for specific product lines and accrue for estimated future warranty costs in the period in which the revenue is recognized.

 

Collection Policy

When all collections activities are exhausted and an accounts receivable is deemed uncollected, the company creates a reserve in the allowance for doubtful accounts. Based on management experience, which may involve obtaining a legal opinion on its collectability, the company will then write off the amount uncollectible by reducing the allowance for doubtful accounts.

 

Income Taxes

The Company utilizes the asset and liability method of accounting for deferred income taxes as prescribed by the FASB Accounting Standard Codification, ("ASC"), 740 (Income Taxes). This method requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the tax return and financial statement reporting basis of certain assets and liabilities.

 

As required by ASC 740-10, "Income Taxes", the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. Management does not believe that there are any uncertain tax positions which would have a material impact on the financial statements. The Company has elected to include interest and penalties related to uncertain tax positions as a component of income tax expense. To date, the Company has not recorded any interest or penalties related to uncertain tax positions.

 

Advertising

Advertising is expensed when incurred. For the six months ended June 30, 2023, there were no advertising costs incurred. The advertising costs were $38 for the same six months period in 2022.

 

Recent Accounting Pronouncements

The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change. The Company currently does not have any recent accounting pronouncements that they are studying and feel may be applicable.

 

Bansal & Co. LLP served as our principal independent public accountant for reporting fiscal year ended December 31, 2022.

 

3.FAIR VALUE OF FINANCIAL INSTRUMENTS 


Under FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value.

 

The Company does not have any financial instruments that must be measured under the new fair value standard. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:

 

Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the


10


measurement date.

 

Level 2 – Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

 

Level 3 – Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

 

The following schedules summarize the valuation of financial instruments at fair value on a non-recurring basis in the balance sheets as of June 30, 2023, and December 31, 2022.

 

 

Fair Value Measurements as of June 30, 2023

 

Level 1

 

Level 2

 

Level 3

 

Assets

 

 

 

 

 

 

 

 

 

   ZenaTech securities

$

-

 

$

661,886

 

$

-

 

   Total assets

 

 

 

 

661,886

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

   Short-term debt

 

-

 

 

21,000

 

 

-

 

   Long-term debt, including current portion

 

-

 

 

1,602,520

 

 

-

 

Total liabilities

$

 

 

$

(1,623,520

)

$

 

 

 

 

Fair Value Measurements as of December 31, 2022

 

Level 1

 

Level 2

 

Level 3

 

Assets

 

 

 

 

 

 

 

 

 

   ZenaTech securities

$

-

 

$

661,886

 

$

-

 

   Total assets

 

 

 

 

661,886

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

   Short-term debt

 

-

 

 

21,000

 

 

-

 

   Long-term debt, including current portion

 

-

 

 

1,755,899

 

 

-

 

Total liabilities

$

 

 

$

(1,776,899

)

$

 

 

 

There were no transfers of financial assets or liabilities between Level 1 and Level 2 inputs for the six months ended June 30, 2023, and for the fiscal year ended December 31, 2022.

 

4.PROPERTY AND EQUIPMENT 

 

Property and equipment consisted of the following for the six months ended June 30, 2023, and for the year ended December 31, 2022:

 

 

June 30, 2023

 

 

December 31, 2022

 

Furniture and fixtures

$

7,694

 

$

7,694

 

Computer and equipment

 

28,568

 

 

28,568

 

Software

 

4,200

 

 

4,200

 

Assets held under capital leases

 

2,783

 

 

2,783

 

Total property and equipment

 

43,245

 

 

43,245

 

  Less: accumulated depreciation

 

(43,245

)

 

(43,245

)

Net property and equipment

$

-

 

$

-

 

 

Accumulated depreciation expenses totaled $43,245, and $43,245 for the first quarter period ended June 30, 2023, and for the fiscal year ended December 31, 2022.

 

5.MERGERS AND AQUISITIONS 

 

Interactive Systems, Inc. Acquisition

On May 14th, 2021, Ecker Capital, LLC, a subsidiary of the Company, purchased the outstanding stock of Interactive Systems, Inc., a Massachusetts corporation for $675,000 and paid $337,500 cash and issued a 6% amortizing two-year debt for $337,500. The 100% acquisition resulted in $775,761 product development costs, see table below for calculations.

 

 

 

May 2021

 

Consideration paid:

 

 

 

 

  Total cost

 

$

675,000

 

Net assets acquired:

 

 

 

 

  Additional paid-in capital

 

 

(235,012

)

  Capital stock

 

 

(35,926

)

  Owners - fractional stock purchase

 

 

88,902

 

  Retained earnings at December 31, 2020

 

 

352,609

 

  Treasury stock

 

 

33,326

 

  Retained earnings January 1, 2021 to May 14, 2021

 

 

(103,138

)

   Total net assets acquired when purchasing Interactive Systems, Inc.

 

 

(100,761

)

Consideration paid in excess of fair value (Product development costs1)

 

$

775,761

 


11


       (1) The excess of the net fair value of assets acquired and liabilities assumed from purchase of Interactive Systems, Inc. was assigned to product development costs.

 

 

 

 

interlinkONE, Inc. Acquisition

On October 1st, 2021, Ecker Capital, LLC, a subsidiary of the Company, purchased the outstanding stock of interlinkONE, Inc., a Massachusetts corporation for $500,000, and paid $250,000 cash and issued a 6% amortizing two-year debt for $250,000 with interest paid monthly. The 100% acquisition resulted in $446,651 product development costs, see table below for calculations.

 

 

 

October 2021

 

Consideration paid:

 

 

 

 

Total cost

 

$

500,000

 

Net assets acquired:

 

 

 

 

Cash

 

 

(51,806

)

Accounts receivable

 

 

(36,928

)

Fixed assets - net

 

 

(5,798

)

Lease deposits

 

 

(5,800

)

Amex - CC

 

 

9,353

 

Deferred revenue

 

 

6,646

 

Accrued interest

 

 

167

 

Note payable

 

 

30,816

 

Total book value

 

 

(53,349

)

   Total net assets acquired when purchasing interlinkONE, Inc.

 

 

446,651

 

Consideration paid in excess of fair value (Product development costs1)

 

$

446,651

 

(1)The excess of the net fair value of assets acquired and liabilities assumed from purchase of interlinkONE was assigned to product development costs. 

 

 

 

 

The consolidated financial statements include the transactions of its wholly owned subsidiaries – Interactive Systems Inc and interlinkONE Inc, incorporated in the Company’s books of accounts.

6.PRODUCT DEVELOPMENT COSTS 

 

 

Total

 

Total

Total

 

Total

Net

 

Costs

Additions

Total Costs

Amortization

Amortization

Amortization

Book Value

 

12/31/2022

2023

06/30/2023

12/31/2022

06/302023

06/30/2023

06/30/2023

Ameritek

$120,000 

$          -  

$120,000 

$            - 

$2,000 

$4,000 

$116,000 

Interactive Systems

362,721 

-

362,721 

320,264 

-

42,457 

678,791 

interlinkONE

446,651 

-

446,651 

37,221 

7,444 

14,888 

401,986 

interlinkONE

36,071 

-

36,071 

1,202 

601 

1,202 

34,268 

Total costs

$965,443 

$       -

$965,443 

$358,687 

$10,045 

$62,548 

$544,208 

 

7.SHORT-TERM DEBT 

 

Convertible Note 1, note $21,000 to Cloud Builder, Inc.

 

On May 13, 2021, Ameritek issued $185,000 non-convertible promissory note to Cloud Builder, Inc., for a forty-two month note at 15% interest. On August 5, 2021, the Company’s management and that of Cloud Builder, Inc. decided it was in their best interest to convert the note. On September 9, 2021, Ameritek issued 30,000,000 shares to Cloud Builder, Inc. in consideration for $166,330, which represents $164,000 repayment of principal, $2,330 accumulated interest payable, and issued a $21,000 note on demand to Cloud Builder, Inc., representing short-term debt at an annual interest rate of 6%, which adds back to the principal.

 

As of June 30, 2023, Ameritek owed $23,511 for this short-term debt, representing $21,000 principal and $2,511 interest. As of December 31, 2022, Ameritek owed $23,167 for this short-term debt, representing $21,000 principal and $2,167 interest.

 

8.PROMISSORY NOTES 

 

Promissory notes consist of the following at June 30, 2023 and December 31, 2022, respectively:

 

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

Total promissory notes

 

 

1,602,520

 

 

 

1,755,899

 

Less: current portion

 

 

-

 

 

 

-

 

Promissory notes, less current portion

 

$

1,602,520

 

 

$

1,755,899

 

 

The Company utilizes its available lines of credit with related parties to justify the long-term classification of the current portion of third-party debt. The available lines of credit with related parties are listed in the table in Note 10. As such, the current portion of long-term debt totaling $80,109 as of June 30, 2023, is recorded


12


as a long-term liability in the balance sheet. The Company recorded accrued interest expense on promissory notes of $483,697 for the six months ended June 30, 2023 and $424,675 for the year ended December 31, 2022.

 

9.RELATED PARTIES 

 

On November 12, 2020, in consideration of the services provided and to be provided, Ameritek entered into a management agreement with Epazz, Inc., a Wyoming corporation and related party, for a forty-five (45%) percent mark-up per month of the total expenses generated with a minimum annual fee of $350,000. Epazz, Inc. is a company controlled by Shaun Passley, Ameritek Ventures’ Chief Executive Officer. Ameritek shall pay the minimum fee via a convertible promissory note. Ameritek also issued 10,000,000 Preferred Series B, voting control shares to Epazz, Inc, as an engagement fee, consistent with the terms of the agreement. Shaun Passley, PhD, is the majority shareholder of Epazz, Inc and together with Epazz, controls a majority of the voting securities of the Company.

 

On January 6, 2022, the Company licensed ZenaTech, Inc. a drone patent for a Robotic Arm in exchange of $661,886 for consideration other than cash. ZenaTech, Inc. has issued 3,500,000 shares of $0.05 CAD (Canadian dollar) par value at $0.24 CAD per share, at the exchange rate of $1.2691 USD to $1 CAD. ZenaTech, Inc. is a company controlled by Shaun Passley, the Company’s Chief Executive Officer.

 

For the six months ended June 30, 2023, the development and support expenses included $369,000 charged by Epazz, Inc. As per the management services agreement between Ameritek Ventures, Inc. and Epazz Inc., Epazz shall charge a 45% markup per month of the total expenses generated.

 

The Company had an accounts payable balance of $369,630 due to Epazz, Inc. as of June 30, 2023. The Company has advanced funds of $369,630 to various subsidiaries of Epazz, Inc. during the second quarter of 2023. For the presentation purposes, the accounts payable balance due to Epazz was offset with what was advanced, and the net amount payable to Epazz as of June 30, 2023 is $369,630.

 

For the year ended December 31, 2022, the development and support expenses included $666,000 charged by Epazz, Inc. As per the management services agreement between Ameritek Ventures, Inc. and Epazz Inc., Epazz shall charge a 45% markup per month of the total expenses generated. The $666,000 expenses consisted of

Engineering services of $306,000, and 

Software development fees of $360,000

 

For the year ended December 31, 2022, expenditure amounting to $438,741 has been incurred by the Company for robotic arm technology which was debited to development and support and general administrative expenditures. This amount has been paid directly to suppliers for the invoices for Epazz Inc. of $172,037 and of Zena Drone Trading, LLC. for $194,053.

 

10.NOTES PAYABLE, RELATED PARTIES 

 

Assumption of $200,000 convertible note from Bozki merger

 

On November 13, 2020, the company merged with Bozki, Inc., assuming a 10-year, convertible note with Epazz, Inc. of $200,000 and accrued interest of $46,648. The original promissory note had an effective date of January 1, 2018, with an interest rate of eight percent (8%) per annum, which interest shall accrue from the effective date until January 1, 2028, unless prepaid prior to this date. The promissory note shall provide for one hundred twenty (120) equal monthly payments commencing one hundred twenty (120) days after April 1, 2018. Payee will have an option to defer 36 monthly payments. The payee will need to provide written notice of how many payments it wishes to defer. The deferred payment(s) will have an interest rate of 10%.

 

On June 30, 2023, the total amount due under the promissory note was $200,000 and accrued interest of $87,981. The total number of shares of common stock the noteholder could convert was 79,994,722, which is the total amount due of $287,981, divided by $0.0036, or $0.0045 share price at a 20% discount rate. On June 30, 2023, the Ameritek Ventures, Inc. common stock share price was $0.0045 on the https://www.otcmarkets.com/.

 

On December 31, 2022, the total amount due under the promissory note was $200,000 and accrued interest of $79,982. The total number of shares of common stock the noteholder could convert was 218,735,938, which is the total amount due of $279,982, divided by $0.00128, or $0.0016 share price at a 20% discount rate. On December 31, 2022, the common stock share price was $0.0016 as listed on the https://www.otcmarkets.com/.

 

Assumption of $1,000,000 convertible note from Bozki merger and Conversion to $500,000 convertible note

 

On November 27, 2020, the company merged with VW Win Century, Inc. assuming a 10-year note with Epazz, Inc. of $1,000,000 and accrued interest of $9,078. On September 15, 2021, the Company’s management converted $500,000 of this debt into Ameritek common stock and a nine-year note with principal of $572,411 and 8% annual interest that after 2025 will convert into an amortizing note.

 

On June 30, 2023, the total amount due under the promissory note was $572,410 and accrued interest of $82,046. The total number of shares of common stock the noteholder could convert was 173,460,000, which is the total amount due of $624,456, divided by $0.0036, or $0.0045 share price at a 20% discount rate. On June 30, 2023, the Ameritek Ventures, Inc. common stock share price was $0.0033 on the https://www.otcmarkets.com/.

 

On December 31, 2022, the total amount due under the promissory note was $572,410 and accrued interest of $59,149. The total number of shares of common stock the noteholder could convert was 493,406,250, which is the total amount due of $631,560, divided by $0.00128, or $0.0016 share price at a 20% discount rate. On December 31, 2022, the common stock share price was $0.0016 on the https://www.otcmarkets.com/.

 

Assumption of $250,000 note from VW Win Century, Inc. (Previously registered as, FlexFridge, Inc. an Illinois corporation) merger

 

On November 27, 2020, the company merged with VW Win Century, Inc. (previously registered as FlexFridge, Inc., an Illinois Corporation) assuming note with Epazz, Inc. of $250,000 and accrued interest of $183,566. This note has a 15% interest rate and a maturity date of December 29, 2025.

 

The total amount due under the promissory note at June 30, 2023 was $250,000 principal and $280,750 accrued interest. The total amount due under the promissory note at December 31, 2022 was $250,000 principal and $262,000 accrued interest.


13


11.STOCKHOLDER’S EQUITY AND CONTRIBUTED CAPITAL  

 

Series A Preferred Stock

The Company is authorized to issue 10,000,000 shares of $0.01 par value New Series A Preferred Stock. Liquidation Preference is equal to $0.01 per share. Series A Preferred Stock has no voting rights. Series A Preferred Stock shall be entitled to receive dividends once the Company has generated net income of over $2 million based on the Corporation’s audited statement of operations. At any time and from time-to-time after the issuance of the Series A Preferred Stock, any holder may convert any or all of the shares of Series A Preferred Stock held by such holder at the ratio of .60 of Common Stock. For example, an owner of convertible 10,000 shares of Preferred A Stock would be able to convert to 6,000 shares of Common Stock. However, the beneficial owner of such Series A Preferred Stock cannot convert their Series A Preferred stock where they will beneficially own in excess of 9.99% of the shares of the Common Stock.

 

There were 10,000,000 Preferred Stock Series A shares authorized, 7,488,730 issued and outstanding, as of June 30, 2023. There were 10,000,000 Preferred Stock Series A shares authorized, 7,488,730 issued and outstanding, as of December 31, 2022.

 

Series B Preferred Stock

The Company is authorized to issue 10,000,000 shares of $0.01 par value Series B Preferred Stock. Series B Preferred Stock has liquidation and first position ownership rights on any assets owned by the Company. The Series B Preferred Stock has ten thousand votes per share voting rights and is not entitled to receive dividends. The holders of Series B Preferred Stock shall be entitled to interest payments on monies paid or loaned to the corporation for their Series B Preferred Shares and a first position in a security interest on any assets of the Company upon default of a loan to the Company, liquidation, or dissolution of the Company. Further, the Company may call these shares at any time provided the holders of the Series B Preferred Stock are paid the monies they paid for their Series B Preferred Stock along with any interest due. Upon the payment of principal and interest to the Series B Preferred Stock shareholders, the shares must be returned to the Company. These shares are non-convertible into a different class of shares.

 

There were 10,000,000 Preferred Stock Series B shares authorized, 10,000,000 issued and outstanding, as of June 30, 2023. There were 10,000,000 Preferred Stock Series B shares authorized, 10,000,000 issued and outstanding, as of December 31, 2022.

 

Series C Preferred Stock

The Company is authorized to issue 60,000,000 shares of $0.01 par value Series C Preferred Stock. The Series C Preferred Stock has no voting rights. The conversion right is one to three fully paid shares of Common Stock. For example, an owner of convertible 1,000 shares of Preferred C Stock would be able to convert to 3,000 shares of Common Stock. However, the beneficial owner of such Series C Preferred Stock cannot convert their Series C Preferred stock where they will beneficially own in excess of 9.99% of the shares of the Common Stock.

 

There were 60,000,000 Preferred Stock Series C shares authorized, 36,888,972, issued and outstanding, as of June 30, 2023. There were 60,000,000 Preferred Stock Series C shares authorized, 36,888,972, issued and outstanding, as of December 31, 2022.

 

Series D Preferred Stock

The Company is authorized to issue 10,000,000 shares of $0.01 par value Series D Preferred Stock. Liquidation Preference is equal to $0.01 per share. Series D Preferred Stock has no voting rights. Series D Preferred Stock shall be entitled to receive dividends once the Company has generated net income of over $1 million based on the Corporation’s audited statement of operations at a rate of 1.5%. At any time and from time-to-time after the issuance of the Series D Preferred Stock, any holder may convert any or all of the shares of Series D Preferred Stock held by such holder at the ratio of .10 of Common Stock. For example, an owner of convertible 10,000 shares of Preferred D Stock would be able to convert to 1,000 shares of Common Stock. However, the beneficial owner of such Series D Preferred Stock cannot convert their Series D Preferred stock where they will beneficially own in excess of 9.99% of the shares of the Common Stock.

 

There were 10,000,000 Preferred Stock Series D shares authorized, and 9,083,630 issued and outstanding, as of June 30, 2023. There were 10,000,000 Preferred Stock Series D shares authorized, and 9,083,630 issued and outstanding, as of December 31, 2022.

 

Series E Preferred Stock

The Company is authorized to issue 23,000,000 shares of $0.01 par value Series E Preferred Stock. Liquidation Preference is equal to $0.01 per share. Series E Preferred Stock has no voting rights. Series E Preferred Stock shall be entitled to receive dividends once the Company has generated net income of over $2 million based on the Corporation’s audited statement of operations at a rate of 6%. At any time and from time-to-time after the issuance of the Series E Preferred Stock, any holder may convert any or all of the shares of Series E Preferred Stock held by such holder at the ratio of .15 of Common Stock. For example, an owner of convertible 10,000 shares of Preferred E Stock would be able to convert to 1,500 shares of Common Stock. However, the beneficial owner of such Series E Preferred Stock cannot convert their Series E Preferred stock where they will beneficially own in excess of 9.99% of the shares of the Common Stock.

 

There were 23,000,000 Preferred Stock Series E shares authorized, 23,000,000 issued and outstanding as of June 30, 2023. There were 23,000,000 Preferred Stock Series E shares authorized, 23,000,000 issued and outstanding as of December 31, 2022.  

 

Common Stock

Ameritek has 950,000,000 authorized shares of $0.001 par value Common Stock with cusip number 03078H. The Common Stock is quoted on https://www.otcmarkets.com/ under ticker symbol ATVK with limited trading. On December 31, 2022, the common stock share price closed at $0.016 per share and the Company had approximately 109 shareholders.

 

There were 950,000,000 shares of common stock authorized, 514,226,791 issued and outstanding as of March 31, 2023. There were 950,000,000 shares of common stock authorized, 514,226,791 issued and outstanding as of December 31, 2022.

 

12.LEGAL PROCEEDINGS 

 

There are two legal proceedings still pending.


14


 

On May 6, 2019, Meridian Pacific Holdings, LLC filed a lawsuit against certain directors, officers, affiliates, and the Company for breach of contract and fraud, in the Superior Court of the State of California, County of Los Angeles. The lawsuit alleges that certain officers of the company misrepresented the business and asked for business financing of about $1.6 million for operations from Meridian Pacific and never delivered the fiber optic assets promised. This lawsuit does not have a court date as of the date of this filing.

 

On March 6, 2023, the Company filed a lawsuit in the Clark County, Nevada, court against Clinton L. Stokes, III, the former owner of the Company, to settle the matter of shares ownership and that of if the asset coming from Fiber Optic Assets was purchased free and clear of any encumberment from Meridian Financial Group, LLC. Meridian Financial Group, LLC has a claim on the assets in the business of fiber optics previously owned by Clinton L. Stokes III. There is no trial date set as of the date of this filing.

13.OTHER INCOME 

 

As per the Technology Exclusive License Agreement between Ameritek Ventures, Inc. and ZenaTech, Inc., executed by the Chief Executive Officer of both the companies, Ameritek Ventures issued a license in the first quarter of 2022 for a Robotic Arm Technology to ZenaTech, Inc. for 7% of any and all sales in exchange for stock. ZenaTech, Inc. issued 3,500,000 shares of $0.05 CAD (Canada dollar) par value at $0.24 CAD per share at an exchange rate of $1.2691 USD to $1 CAD, as quoted on https://www.poundsterlinglive.com on January 6, 2022. Ameritek realized the revenue of $661,886 (consideration other than cash) equally from the period January 1 through December 31, 2022. The 7% of revenue share will be realized when the same will be received. This license is perpetual.

 

Other Income

$

661,887

Deferred revenue

 

                     -

   Total

$

661,887 

 

 

1.INCOME TAXES 

 

The Company accounts for income taxes at each calendar year-end under FASB Accounting Standard Codification ASC 740 "Income Taxes." ASC 740 provides that deferred tax assets and liabilities are recorded based on the differences between the tax basis of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences. Deferred tax assets and liabilities at the end of each calendar year-end are determined using the currently enacted tax rates applied to taxable income in the periods in which the deferred tax assets and liabilities are expected to be settled or realized.

 

For the fiscal year ended December 31, 2022, the Company did not have any eligible net operating income (or loss) carry forwards as the Company has not filed the appropriate federal and state income tax returns so any accumulated net operating income (or loss) could be subject to the respective tax agency disallowance. Any actual net operating income would be limited by the accelerated depreciation and basis reduction of noncash asset acquired.

 

2. SUBSEQUENT EVENTS 

 

None.

 

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

 

The following discussion and analysis of the Company’s historical results of operations and liquidity and capital resources should be read in conjunction with the unaudited consolidated financial statements of the Company and notes thereto appearing elsewhere herein. The following discussion and analysis also contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors. See “Forward Looking Statements” in our Annual Report on Form 10-K for the year ended December 31, 2022.

 

Business Overview

 

The Company was organized on December 27, 2010, under the laws of the State of Nevada, as ATVROCKN. On June 20, 2017, the Company changed its corporate name to Ameritek Ventures, Inc (“Ameritek Ventures” or “Ameritek” or the “Company”).

 

Ameritek is a group of companies that provides various world-class software and hardware products and services beneficial to businesses, organizations, and governments. We have an established presence in the warehouse solutions market. With Interactive Systems, Inc. we provide software inventory management and with interlinkONE, Inc. we provide SaaS cloud-based solutions for warehouse and inventory fulfillment. We manufacture and innovate advanced technological developments in the medical industry, such as the DittoMask high filtration mask and FlexFridge portable medical use mini-fridge. We also develop blockchain technology software programs under WebBeeo and CordTell companies. Furthermore, Ameritek Ventures explores augmented reality technology with Passley, Inc., and Augmum, Inc. Meanwhile, our vertical landing aircraft service from AeroPass, Inc. takes ZenaDrone technology to a higher level with members-only passenger first-class transport across cities. Ecker Capital, LLC, is our merger and acquisition division. The Company also recently created a new business, Equock, Inc., with which the Company will develop an electric bicycle with focus on the growing online delivery industry.

 

Business Strategy

 

Management plans to raise equity capital to finance the operating and capital requirements of the Company. Amounts raised will be used to further development of the Company's products, to provide financing for marketing and promotion, to secure additional property and equipment, and for other working capital purposes.

 

Critical Accounting Policies

 

Our significant accounting policies are more fully described in the notes to our financial statements included herein for the period ended June 30, 2023.

 


15


New and Recently Adopted Accounting Pronouncements

 

Any new and recently adopted accounting pronouncements are more fully described in Note 2 to our condensed consolidated financial statements included herein for the six months ended June 30, 2023.

 

Results of Operations

 

For the three months ended June 30, 2023 and 2022

 

Ameritek had operating revenue of $274,279 for the three months ended June 30, 2023, an increase of $88,078 as compared the three months ended June 30, 2022, a normal increase. 

 

Total general and administrative expenses were about the same at around $270,000 for the second quarter 2023 as compared to the same period in 2022. Ameritek incurred $181,447 development and support services expenses, an increase of $95,870 compared to the first quarter 2023. This increase is due to increase of subcontracted labor for annual software licenses and support and maintenance of subscriptions. The Company had $83,385 general and administrative expenses during the quarter ended June 30, 2023 as compared to $127,535 for the same period of 2022. This $$44,150 decrease is due to reduction of labor costs, as the Company continues to have more subcontracted labor and reduce direct hire labor costs. In this respect, salaries were $Nil for the second quarter of 2023, as compared to $439 for the same period of 2023. During 2023, depreciation and amortization decreased by $42,364, a result of having less product and development costs to amortize during the second quarter of 2023 than during the same period of 2022. Interest expenses decreased by almost $2,000. Ameritek had a net loss before other income of $599 for the second quarter of 2023, an improvement of $79,161 in the overall net loss from the second quarter of 2023.

 

Other income decreased by $163,490. During the second quarter ending June 30, 2022, the Company benefited from the $165,472 additional income for the Robotic Arm Technology licensing to ZenaTech, Inc., a related party, while in the same period of 2023 it did not. During 2022, the Company recognized other revenue of $661,886 for permanent licensing of the Robotic Arm Technology to ZenaTech, Inc., a related party, earned each quarter equally in 2022. ZenaTech, Inc.’s controlling shares are owned equally by Epazz, Inc. and Shaun Passley, PhD. Shaun Passley, PhD is the President of both Ameritek and Epazz, Inc., their Chief Executive Officer and majority shareholder.

 

Ameritek had a net loss of $36,083 for the second quarter ended June 30, 2023, while it had a net income of $47,246 for the same three months period of 2022, a difference of $(84,329) in the operating loss. This result reflects the Company being affected by seasonal billing and not benefiting from the other income from the Robotic Arm Technology as it did in the second quarter of 2022.

 

For the six months ended June 30, 2023 and 2022

 

Ameritek had operating revenue of $516,599 for the six months ended June 30, 2023, a decrease of $153,988 as compared with June 30, 2022. The decrease is due to cyclical billing of our major customers, which are billed annually, not quarterly, as well as having more ad-hoc projects that generated increased revenue in 2022.

Total general and administrative expenses decreased by $356,321 for the two quarters ended June 30, 2023 as compared to June 30, 2022. During 2022, Ameritek incurred more development and support and general and administration costs to create the Robotic Arm Technology, while during the same period in 2023 the Company did not sustain them. The rest of the expenses follow this trend. Ameritek had $207,841 less development and support expenses and $104,408 less general and administrative expenses during the six months ended June 30, 2023 as compared to the same period of 2022. During 2023, depreciation and amortization decreased by $41,984 since Ameritek had less product and development costs to amortize during the first two quarters of 2023 than during the same period of 2022. The overall reduction in general and administrative costs resulted in net income before other income of $31,170.

 

Other income decreased by $329,697 since there was no other income for the Robotic Arm Technology licensing in the first two quarters of 2023. During the first two quarter periods of 2022, the Company recognized other revenue of $330,944 representing two quarters of the $661,886 income from the permanent licensing for stock of drone technology to ZenaTech, Inc., a related party.

 

Ameritek had a net loss of $43,840 for the first two quarters ended June 30, 2023, while it had a net income of $83,524 for the same six months period of 2022. The 2023 result reflects the Company not benefiting from the other income from the Robotic Arm Technology.

 

As of June 30, 2023, the Company had an accumulated deficit of $(2,364,189), and as of December 31, 2022, it was $(2,325,074). As of June 30, 2023, the Company had working capital of $(1,783,760), while as of December 31, 2022, it was $(1,649,090), a decrease of $134,670. Working capital is current assets minus current liabilities. The working capital decrease was reflected by a decrease in total current assets by $307,743 and a decrease in total current liabilities by $175,073. The total current assets decrease resulted from the accounts receivable decrease by $311,751, as the company collected its receivable. The total current liabilities decrease resulted from a decrease in accounts payable of $96,759, an increase in accrued expenses of $59,367 and a decrease in deferred revenue of $137,681; however, all within normal operational range for Ameritek.

 

Management plans to raise equity capital to finance the operating and capital requirements of the Company. Amounts raised will be used to further development of the Company's products, to provide financing for marketing and promotion, to secure additional property and equipment, and for other working capital purposes.

 

Liquidity and Capital Resources

 

Cash Flow

 

The Company currently funds its operations, including working capital and capital expenditures, and acquisitions through cash, cash equivalents and short-term investments and financing activities as necessary. We expect that cash, cash equivalents and short-term investments, and other sources of liquidity, such as issuing equity or debt securities, subject to market conditions, will be available and sufficient to meet all foreseeable cash requirements. The following is a summary of the changes in the Company’s cash flows followed by a brief discussion of these changes:

 


16


 

 

 

Six months ended June 30,

 

 

 

 

2023

 

2022

 

Dollar Change

Cash flow (used in) provided by operating activities

$

155,386

$

139,985

$

15,401

Cash flow (used in) provided by investing activities

$

$

(21,984)

$

21,984

Cash flow (used in) provided by financing activities

$

(153,379)

$

(149,711)

$

(3,668)

 

Operating activities

 

Cash flow provided by operating activities for the six months ended June 30, 2023 was $155,386, while cash flow provided by operating activities for the six months ended June 30, 2022 was $139,985. The decrease of $15,401 is due to a decrease in other revenue from the licensing of Robotic Arm technology patent of $330,944, seasonal increase in accounts receivable of $311,711, partly offset by a decrease in accounts payable of $96,759.

 

Investing Activities

 

There was no investing activity during the first quarter of June 30, 2023. During the same 2022 period the Company purchased $21,984 computers and furniture.

 

Financing Activities

 

Cash outflow used by financing activities was $153,379 for the six months ended June 30, 2023, while cash outflow used by financing activities was $149,711 for the same six months of 2022. The primary outflow of these funds was for the repayment of long-term debt.

 

Cash and Cash Equivalents

 

The company had $2,758 in cash as of June 30, 2023, as compared with $751 as of December 31, 2022. Ameritek continues to rely on borrowings to finance its working capital needs.

 

Off Balance Sheet Arrangements

 

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

 

Recent Accounting Pronouncements

 

During the six months period ended June 30, 2023, there were no accounting standards and interpretations issued which are expected to have a material impact on the Company’s financial position, operations or cash flows.

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

We have performed an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of our disclosure controls and procedures, (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of September 30, 2022. Based on that evaluation, our management, including our President and CEO and CFO, concluded that our disclosure controls and procedures were not effective as of September 30, 2022 to provide reasonable assurance that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our principal executive officer, as appropriate to allow timely decisions regarding required disclosure due to the material weaknesses described below.

 

Based on our evaluation under the framework described above, our management concluded that we had “material weaknesses” (as such term is defined below) in our control environment and financial reporting process consisting of the following as of the Evaluation Date:

 

 

1)

 lack of a functioning audit committee resulting in ineffective oversight in the establishment and monitoring of required internal control and procedures; and

 

 

 

 

2)

inadequate segregation of duties consistent with control objectives.

 

A “material weakness” is defined under SEC rules as a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis by the company’s internal controls.

 

A system of controls, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the system of controls are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 


17


Changes in Internal Control over Financial Reporting

 

During the six months ended June 30, 2023 and for the year ended December 31, 2022, there were no changes in our internal control over financial reporting identified in connection with management’s evaluation of the effectiveness of our internal control over the financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.


18


 

 

 

PART II – OTHER INFORMATION

 

Item 1. Legal Proceedings

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. Except as discussed below, we are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, which may materially affect us.

 

There are two legal proceedings still pending.

 

On May 6, 2019, Meridian Pacific Holdings, LLC filed a lawsuit against certain directors, officers, affiliates, and the Company for breach of contract and fraud, in the Superior Court of the State of California, County of Los Angeles. The lawsuit alleges that certain officers of the company misrepresented the business and asked for financing the business for approximately $1.6 million for operations from Meridian Pacific and never delivered the fiber optic assets promised. This lawsuit does not have a court date as of the date of this filing.

 

On March 6, 2023, the Company filed a lawsuit in the Clark County, Nevada, court against Clinton L. Stokes, III, the former owner of the Company, to settle the matter of shares ownership and that of if the asset coming from Fiber Optic Assets was purchased free and clear of any encumberment from Meridian Financial Group, LLC. Meridian Financial Group, LLC has a claim on the assets in the business of fiber optics previously owned by Clinton L. Stokes III. There is no trial date set as of the date of this filing.

 

Item 1A. Risk Factors

 

The Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

 

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

 

None

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

None.

 

Item 5. Other Information

 

None


19


 

 

 

Item 6. Exhibits

 

Exhibit

Number

 

Name of Exhibit

31.1

 

Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002. (1)

 

 

 

31.2

 

Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002. (1)

 

 

 

32.1

 

Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002. (1)

 

 

 

101.INS

 

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)

101.SCH

 

Inline XBRL Taxonomy Extension Schema

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

 

Inline XBRL Taxonomy Extension Labels Linkbase

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase

104

 

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

________________

(1) Filed herewith. In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release No. 34-47986, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act or deemed to be incorporated by reference into any filing under the Exchange Act or the Securities Act except to the extent that the registrant specifically incorporates it by reference.

 


20


 

 

SIGNATURES

 

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

AMERITEK VENTURE, INC.

 

 

 

 

 

Dated: August 11, 2023

By:

/s/ Shaun Passley

 

 

 

Shaun Passley, PhD

 

 

 

Chief Executive Officer, CFO, Chairman

 


21

EXHIBIT 31.1

 

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECURITIES EXCHANGE ACT OF 1934

RULE 13a-14(a) OR 15d-14(a)

 

I, Shaun Passley, certify that:

 

1.

I have reviewed this Form 10-Q for Ameritek Ventures Inc. for the quarter ended June 30, 2023;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on the most recent evaluation of internal control over financial reporting, to the registrant’s other certifying officer and registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

Ameritek Ventures, Inc.

 

 

 

 

 

Date: August 11, 2023

By:

/s/ Shaun Passley

 

 

Name:

Shaun Passley

 

 

Title:

CEO

 

 

 

(Chief Executive Officer)

 

 

EXHIBIT 31.2

 

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECURITIES EXCHANGE ACT OF 1934

RULE 13a-14(a) OR 15d-14(a)

 

I, Shaun Passley, certify that:

 

 

1.

I have reviewed this Form 10-Q for Ameritek Ventures, Inc. for the quarter ended June 30, 2023;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s other certifying officer and registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

Ameritek Ventures Inc.

 

 

 

 

 

Date: August 11, 2023

By:

/s/ Shaun Passley

 

 

Name:

Shaun Passley

 

 

Title:

Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 

EXHIBIT 32.1

 

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

The undersigned, Chief Executive Officer and Chief Financial Officer of Ameritek Ventures Inc., hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to their knowledge, the Quarterly Report on Form 10-Q of Ameritek Ventures Inc. for quarter ended September 30, 2022, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Quarterly Report on Form 10-Q fairly presents in all material respects the financial condition and results of operations of Ameritek Ventures Inc.

 

 

Date: August 11, 2023

By:

/s/ Shaun Passley

 

 

 

Shaun Passley, PhD

 

 

 

Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

 

 

 

 

 

By:

/s/ Shaun Passley

 

 

 

Shaun Passley, PhD

 

 

 

Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signatures that appear in typed form within the electronic version of this written statement required by Section 906, has been provided to Ameritek Ventures, Inc. and will be retained by Ameritek Ventures, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

v3.23.2
Document and Entity Information - $ / shares
6 Months Ended
Jun. 30, 2023
Aug. 11, 2023
Details    
Registrant CIK 0001530185  
Fiscal Year End --12-31  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2023  
Document Transition Report false  
Entity File Number 000-54739  
Entity Registrant Name Ameritek Ventures, Inc.  
Entity Incorporation, State or Country Code NV  
Entity Tax Identification Number 87-2380777  
Entity Address, Address Line One 325 N Milwaukee Ave. Suite G1  
Entity Address, City or Town Wheeling  
Entity Address, State or Province IL  
Entity Address, Postal Zip Code 60090  
Entity Address, Address Description Address of principal executive offices  
City Area Code 312  
Local Phone Number 239-3574  
Phone Fax Number Description Issuer’s telephone number  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   514,226,791
Entity Listing, Par Value Per Share $ 0.001  
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
v3.23.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current assets    
Cash $ 2,758 $ 751
Accounts receivable, net 62,252 374,003
Prepaid expenses 1,520 1,519
Total current assets 66,530 376,273
Property and equipment, net 0 0
Long-term assets    
Investment in securities 661,886 661,886
Patent 250,000 250,000
Product development, net 544,208 2,791,472
Goodwill 2,184,715 0
Total long-term assets 3,640,809 3,703,358
Total assets 3,707,339 4,079,631
Current liabilities    
Accounts payable 1,094,266 1,191,025
Accrued interest and expenses 486,209 426,842
Deferred revenue 248,815 386,496
Short-term debt 21,000 21,000
Total current liabilities 1,850,290 2,025,363
Long-term liabilities    
Long term debts 1,602,520 1,755,899
Total liabilities 3,452,810 3,781,262
Stockholders' equity (deficit)    
Common Stock, Value 514,227 514,227
Additional paid in capital 1,239,878 1,239,878
Accumulated deficit (2,364,189) (2,320,349)
Total stockholders' equity 254,529 298,369
Total liabilities and stockholders' equity 3,707,339 4,079,631
Series A Preferred Stock    
Stockholders' equity (deficit)    
Preferred Stock, Value 74,887 74,887
Series B Preferred Stock    
Stockholders' equity (deficit)    
Preferred Stock, Value 100,000 100,000
Series C Preferred Stock    
Stockholders' equity (deficit)    
Preferred Stock, Value 368,890 368,890
Series D Preferred Stock    
Stockholders' equity (deficit)    
Preferred Stock, Value 90,836 90,836
Series E Preferred Stock    
Stockholders' equity (deficit)    
Preferred Stock, Value $ 230,000 $ 230,000
v3.23.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - Parenthetical - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Common Stock, Par or Stated Value Per Share $ 0.001 $ 0.001
Common Stock, Shares Authorized 950,000,000 950,000,000
Common Stock, Shares, Issued 514,226,791 514,226,791
Common Stock, Shares, Outstanding 514,226,791 514,226,791
Series A Preferred Stock    
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 10,000,000 10,000,000
Preferred Stock, Shares Issued 7,488,730 7,488,730
Preferred Stock, Shares Outstanding 7,488,730 7,488,730
Series B Preferred Stock    
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 10,000,000 10,000,000
Preferred Stock, Shares Issued 10,000,000 10,000,000
Preferred Stock, Shares Outstanding 10,000,000 10,000,000
Series C Preferred Stock    
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 60,000,000 60,000,000
Preferred Stock, Shares Issued 36,888,972 36,888,972
Preferred Stock, Shares Outstanding 36,888,972 36,888,972
Series D Preferred Stock    
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 10,000,000 10,000,000
Preferred Stock, Shares Issued 9,083,630 9,083,630
Preferred Stock, Shares Outstanding 9,083,630 9,083,630
Series E Preferred Stock    
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 23,000,000 23,000,000
Preferred Stock, Shares Issued 23,000,000 23,000,000
Preferred Stock, Shares Outstanding 23,000,000 23,000,000
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)        
Revenue $ 274,279 $ 186,202 $ 516,599 $ 670,587
Expenses        
Development and support 181,447 85,577 301,092 508,933
General and administrative 83,385 127,535 121,511 225,919
Salaries and benefits 0 439 277 2,365
Depreciation and amortization 10,046 52,410 62,549 104,533
Total operating expenses 274,878 265,961 485,429 841,750
Operating income/(loss) (599) (79,759) 31,170 (171,163)
Other income (expense)        
Income from Robotic Arm 0 165,472 0 330,943
Interest expense (36,484) (38,466) (75,010) (76,256)
Net income (loss) $ (37,083) $ 47,246 $ (43,840) $ 83,524
Net income (loss) per common share        
Earnings Per Share, Basic $ (0.00) $ 0.00 $ (0.00) $ 0.00
Earnings Per Share, Diluted $ (0.00) $ 0.00 $ (0.00) $ 0.00
Shares used in computing earnings per share        
Basic 514,226,791 514,226,791 514,226,791 514,226,791
Diluted 514,226,791 514,226,791 514,226,791 514,226,791
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($)
Preferred Stock
Series A Preferred Stock
Preferred Stock
Series B Preferred Stock
Preferred Stock
Series C Preferred Stock
Preferred Stock
Series D Preferred Stock
Preferred Stock
Series E Preferred Stock
Common Stock
Additional Paid-in Capital
Retained Earnings
Total
Equity Balance, Starting at Dec. 31, 2021 $ 74,887 $ 100,000 $ 368,890 $ 90,836 $ 230,000 $ 514,227 $ 1,239,878 $ (2,481,091) $ 137,627
Shares Outstanding, Starting at Dec. 31, 2021 7,488,730 10,000,000 36,888,972 9,083,630 23,000,000 514,226,791      
Net Income (Loss) $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 0 83,524 83,524
Shares Outstanding, Starting at Jun. 30, 2022 7,488,730 10,000,000 36,888,972 9,083,630 23,000,000 514,226,791      
Equity Balance, Ending at Jun. 30, 2022 $ 74,887 $ 100,000 $ 368,890 $ 90,836 $ 230,000 $ 514,227 1,239,878 (2,293,999) 324,719
Equity Balance, Starting at Dec. 31, 2022 $ 74,887 $ 100,000 $ 368,890 $ 90,836 $ 230,000 $ 514,227 1,239,878 (2,320,349) 298,369
Shares Outstanding, Starting at Dec. 31, 2022 7,488,730 10,000,000 36,888,972 9,083,630 23,000,000 514,226,791      
Net Income (Loss) $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 0 (43,840) (43,840)
Shares Outstanding, Starting at Jun. 30, 2023 7,488,730 10,000,000 36,888,972 9,083,630 23,000,000 514,226,791      
Equity Balance, Ending at Jun. 30, 2023 $ 74,887 $ 100,000 $ 368,890 $ 90,836 $ 230,000 $ 514,227 $ 1,239,878 $ (2,364,189) $ 254,529
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash flows from operating activities    
Net (loss) income $ (43,840) $ 83,524
Adjustments to reconcile net loss to net cash used in operating activities    
Amortization and depreciation 62,549 104,533
Gain on extinguishment of debt 0 (165,472)
Decrease (increase) in assets    
Accounts receivable 311,750 (115,145)
Prepaid expenses 0 22,778
Increase (decrease) in liabilities    
Accounts payable (96,759) 187,853
Accrued interest 59,367 57,709
Deferred revenues (137,681) (35,795)
Net cash flow provided by operating activities 155,386 139,985
Cash flows from investing activities    
Purchase of equipment 0 (21,984)
Net cash flow (used in) investing activities 0 (21,984)
Cash flows from financing activities    
Repayment of long-term debt (153,379) (149,711)
Net cash flow (used in) financing activities (153,379) (149,711)
Net increase (decrease) in cash 2,007 (31,710)
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Beginning Balance 751 32,930
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Ending Balance 2,758 1,120
Supplemental cash flow information    
Cash paid for interest 0 0
Cash paid for property taxes 0 0
Non-cash investing and financing activities    
Sale of drone patent for common stock $ 0 $ 661,886
v3.23.2
1. GENERAL ORGANIZATION AND BUSINESS
6 Months Ended
Jun. 30, 2023
Notes  
1. GENERAL ORGANIZATION AND BUSINESS

1.GENERAL ORGANIZATION AND BUSINESS 

The Company was organized on December 27, 2010, under the laws of the State of Nevada, as ATVROCKN. On June 20, 2017, the Company changed its corporate name to Ameritek Ventures, Inc (“Ameritek Ventures” or “Ameritek” or the “Company”).

 

Ameritek is a group of companies that provides various world-class software and hardware products and services beneficial to businesses, organizations, and governments. We have an established presence in the warehouse solutions market. With Interactive Systems, Inc. we provide software inventory management and with interlinkONE, Inc. we provide SaaS cloud-based solutions for warehouse and inventory fulfillment. We manufacture and innovate advanced technological developments in the medical industry, such as the DittoMask high filtration mask and FlexFridge portable medical use mini-fridge. We also develop blockchain technology software programs under WebBeeo and CordTell companies. Furthermore, Ameritek Ventures explores augmented reality technology with Passley, Inc., and Augmum, Inc. Meanwhile, our vertical landing aircraft service from AeroPass, Inc. takes ZenaDrone technology to a higher level with members-only passenger first-class transport across cities. Ecker Capital, LLC, is our merger and acquisition division. The Company also recently created a new business, Equock, Inc., with which the Company will develop an electric bicycle with focus on the growing online delivery industry.