Nevada
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80-0651816
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(State
or other jurisdiction of incorporation or
organization)
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(I.R.S.
Employer Identification No.)
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Title
of each class
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Trading Symbol(s)
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Name of
each exchange on which registered
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N/A
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N/A
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N/A
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated
filer
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☑
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Smaller reporting company
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☑
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Emerging
growth company
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☐
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PART I
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FINANCIAL INFORMATION
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1
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Item 1.
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Financial Statements (Unaudited)
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1
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Balance Sheets
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1
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Statements of Operations
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2
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Statements of Change in Stockholders’ Equity
Deficit
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3
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Statements of Cash Flows
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4
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Notes to the Unaudited Financial Statements
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5
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Item 2.
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Management’s Discussion and Analysis of Financial Condition
and Results of Operations
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9
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Item 3.
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Quantitative and Qualitative Disclosures About Market
Risk
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11
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Item 4.
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Controls and Procedures
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11
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PART II.
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OTHER INFORMATION
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12
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Item 1.
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Legal Proceedings
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12
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Item 1A.
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Risk Factors
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12
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Item 2.
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Unregistered Sales of Equity Securities and Use of
Proceeds
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12
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Item 3.
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Defaults Upon Senior Securities
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12
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Item 4.
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Mine Safety Disclosures
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12
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Item 5.
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Other Information
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12
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Item 6.
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Exhibits
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13
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Signatures
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14
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SOLLENSYS CORP.
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|||||||
Balance Sheets
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Three
Months
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Three
Months
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Six
Months
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Six
Months
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Ended
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Ended
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Ended
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Ended
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September
30,
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September
30,
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September
30,
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September
30,
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2020
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2019
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2020
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2019
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Revenue
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$135,000
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$-
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$135,000
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$-
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Cost of
sales
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45,000
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-
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45,000
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-
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Gross
profit
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90,000
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-
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90,000
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-
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Operating
expenses:
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General and
administrative
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98,440
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-
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2,010,858
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-
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Total operating
expenses
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98,440
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-
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2,010,858
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-
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Loss from
operations
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(8,440)
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-
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(1,920,858)
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-
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Other
income:
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Gain on the
extinguishment of debt
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-
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-
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85,771
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-
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Total other
income
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-
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-
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85,771
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-
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Net
loss
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$(8,440)
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$-
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$(1,835,087)
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$-
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Basic and diluted
loss per common share
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$(0.00)
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$-
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$(0.44)
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$-
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Weighted-average
number of common shares outstanding:
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Basic and
diluted
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4,183,962
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4,183,962
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4,183,962
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4,183,962
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SOLLENSYS CORP.
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|||||||||||||||
Statements of Changes in Stockholders' Equity
(Deficit)
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|||||||||||||||
For the Six and Three Months ended September 30, 2020 and 2019
(Unaudited)
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Total
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Preferred Stock
Series A
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Common
stock
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Paid-in
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Accumulated
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Stockholders'
Equity
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Shares
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Value
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Shares
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Value
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Capital
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Deficit
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(Deficit)
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Balances,
March 31, 2019
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-
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$-
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4,183,962
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$4,184
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$497,891
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$(587,846)
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$(85,771)
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|
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Net income
(loss)
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-
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-
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-
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-
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-
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-
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-
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|
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Balances, June
30, 2019
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-
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$-
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4,183,962
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$4,184
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$497,891
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$(587,846)
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$(85,771)
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|
|
|
|
|
|
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Net income
(loss)
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-
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-
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-
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-
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-
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-
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-
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|
|
|
|
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Balances,
September 30, 2019
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-
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$-
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4,183,962
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$4,184
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$497,891
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$(587,846)
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$(85,771)
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|
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Item 2.
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Management’s Discussion and Analysis of Financial Condition
and Results of Operations.
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Item 2.
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Unregistered Sales of Equity Securities and Use of
Proceeds.
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Item 3.
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Defaults Upon Senior Securities.
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Item 4.
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Mine Safety Disclosures.
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Item 5.
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Other Information.
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Item 6.
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Exhibits
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Exhibit No.
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Document
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Amended
and Restated Bylaws of Sollensys Corp. (incorporated by reference
to Exhibit 3.1 to the registrant’s Current Report on Form 8-K
filed with the Commission on August 11, 2020).
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Certificate
of Change to Articles of Incorporation, effective as of September
18, 2020 (incorporated by reference to Exhibit 3.1 to the
registrant’s Current Report on Form 8-K filed with the
Commission on August 14, 2020).
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Certificate
of Correction filed with the Secretary of State of Nevada on
October 8, 2020 (incorporated by reference to Exhibit 3.1 to the
registrant’s Current Report on Form 8-K filed with the
Commission on October 13, 2020).
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Certificate
of Amendment filed with the Secretary of State of Nevada on October
8, 2020 (incorporated by reference to Exhibit 3.2 to the
registrant’s Current Report on Form 8-K filed with the
Commission on October 13, 2020).
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Certificate
of Designations filed with the Secretary of State of Nevada on
October 8, 2020 (incorporated by reference to Exhibit 3.3 to the
registrant’s Current Report on Form 8-K filed with the
Commission on October 13, 2020.
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Certificate
of Withdrawal for Series A Preferred Stock Designation Filed
October 14, 2020 (incorporated by reference to Exhibit 3.1 to the
registrant’s Current Report on Form 8-K filed with the
Commission on October 19, 2020).
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Certificate
of Amendment filed with the Secretary of State of Nevada on October
14, 2020 (incorporated by reference to Exhibit 3.2 to the
registrant’s Current Report on Form 8-K filed with the
Commission on October 19, 2020).
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Reseller
Agreement between the registrant and Eagle Lake Laboratories, Inc.
dated August 20, 2020 (incorporated by reference to Exhibit 3.2 to
the registrant’s Current Report on Form 8-K filed with the
Commission on October 22, 2020).
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Certification
of Principal Executive Officer and Principal Financial Officer
pursuant to Section 302 of the Sarbanes-Oxley
Act
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Certification
of Principal Executive Officer and Principal Financial Officer
pursuant to Section 906 of the Sarbanes-Oxley Act
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101.INS
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XBRL
Instance Document
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101.SCH
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XBRL
Taxonomy Extension Schema Document
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101.CAL
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XBRL
Taxonomy Extension Calculation Linkbase Document
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101.DEF
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XBRL
Taxonomy Extension Definition Linkbase Document
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101.LAB
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XBRL
Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL
Taxonomy Extension Presentation Linkbase Document
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SOLLENSYS
CORP
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Dated: November 9,
2020
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By:
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/s/ Donald
Beavers
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Donald
Beavers
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Chief Executive
Officer, Principal Financial Officer and Principal Accounting
Officer
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1.
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I have
reviewed this Quarterly Report on Form 10-Q of Sollensys
Corp.;
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2.
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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;
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3.
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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;
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4.
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The
registrant’s other certifying officer(s) 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:
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a)
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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,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this report is being prepared;
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b)
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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;
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c)
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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
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d)
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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
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5.
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The
registrant’s other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and
the audit committee of the registrant’s board of directors
(or persons performing the equivalent functions):
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a)
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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
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b)
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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.
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Dated:
November 9, 2020
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By:
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/s/ Donald Beavers
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Donald
Beavers
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Chief
Executive Officer (Principal Executive Officer and Principal
Financial Officer)
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1.
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The
Report fully complies with the requirements of Section 13(a) or
15(d), as applicable, of the Securities Exchange Act of 1934;
and
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2.
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The
information contained in the Report fairly presents, in all
material respects, the financial condition and results of
operations of the Company.
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Dated:
November 9, 2020
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By:
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/s/ Donald Beavers
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Donald
Beavers
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Chief
Executive Officer
(Principal
Executive Officer and Principal Financial Officer)
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