Certain statements in this section contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this report and not clearly historical in nature are forward-looking, and the words "may," "will," "should," "could," "would," "expects," "plans," "anticipates," "believes," "estimates," "projects," "predicts," "intends," "potential," and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) generally are intended to identify forward-looking statements. Any statements in this report that are not historical facts are forward-looking statements. Actual results may differ materially from those discussed from time to time in the Company's Securities and Exchange Commission filings. The Company undertakes no obligation to update or revise any forward-looking statement for events or circumstances after the date on which such statement is made except as required by law.





HISTORY AND BACKGROUND



We were incorporated in the State of Delaware on March 30, 2017, originally under the name GigeTech, Inc. On October 31, 2017, the Company changed its name to OBITX, Inc., and updated its Articles of Incorporation through unanimous consent of its shareholder, MCIG. The Company is headquartered in Fleming Island, Florida.

The Company's original business was to provide computer related services. The Company's developed and acquired Internet publishing and broadcasting and web search portals. We published and generate textual, audio, and/or video content on the Internet, and operate websites that use a search engine to generate and maintain extensive databases of internet addresses and content. The Company discontinued this line of operations on April 17, 2020.

The Company is engaged in the business of digital cryptocurrency and blockchain development and consulting.

The Company has incurred significant losses since inception and as of October 31, 2020 has a working capital deficit. The Company's consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business. The Company's ability to continue as a going concern is dependent on being able to raise the necessary funding to continue operations, through the exercise of warrants, issuance of shares to the public, debt financings, joint arrangements and other contractual arrangements, or being able to operate profitably in the future. These consolidated financial statements do not reflect the adjustments or reclassifications which would be necessary if the Company were unable to continue its operations in the normal course of business.





GENERAL OVERVIEW


OBITX is engaged in the business of consulting and developing blockchain technologies. We believe that our services and future products will provide our consumers with an approach to blockchain implementation uniquely designed for them. We provide consulting services in various approaches to cryptocurrencies and blockchain technologies.

Our current website can be found at www.obitx.com, which is not incorporated as part of this Form 10Q. In addition, we have acquired the domain www.everythingblockchain.io which is not incorporated as part of this Form 10Q, nor currently operational.





Corporate Information

Our principal executive office is located at 3027 US Highway 17, Fleming Island, Florida 32003 and our telephone number is (321) 802-2474. Our fiscal year end is January 31 of each calendar year.





INDUSTRY OVERVIEW


A Blockchain is a decentralized and distributed digital ledger that is used to record transactions across many computers so that the record cannot be altered retroactively without the alteration of all subsequent blocks and the collusion of the network. The blockchain system has been designed to use nodes agreement to order transactions and prevent fraud so that records cannot be altered retroactively. The network orders transaction by putting them together into groups called blocks, each block contains a definite amount of transactions and a link to the previous block. Bitcoin, which is the name of the best-known cryptocurrency, is the one for which blockchain technology was invented. Blockchain is, quite simply, a digital, decentralized ledger that keeps a record of all transactions that take place across a peer-to-peer network.

Bitcoins are not the only type of Digital Assets founded on math-based algorithms and cryptographic security, although it is considered the most prominent as of the date of the filing of this Registration Statement. Over 2,000 other Digital Assets, (commonly referred to as "altcoins", "tokens", "protocol tokens", or "digital assets"), have been developed since the Bitcoin Network's inception, including Ethereum, Ripple, Litecoin, Dash, and HEX.






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Blockchain Technologies



Cryptocurrencies

Cryptocurrency is an encrypted decentralized digital currency transferred between peers and confirmed in a public ledger via a process known as mining. As of October 31, 2020, there are over 2,000 digital currencies in existence.

Blockchain Value

Cryptocurrencies are Digital Asset that is not a fiat currency (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization) and is not backed by hard assets or other credit. As a result, the value of cryptocurrencies is determined by the value that various market participants place on them through their transactions.

Exchange Valuation

Due to the peer-to-peer framework of cryptocurrencies, transferors and recipients of cryptocurrencies are able to determine the value of the cryptocurrency transferred by mutual agreement or barter with respect to their transactions. As a result, the most common means of determining the value of a cryptocurrency is by surveying one or more Exchanges where the cryptocurrency is publicly bought, sold and traded.





Uses of Cryptocurrencies



Global Cryptocurrency Market


Global trade in cryptocurrencies consists of individual end-user-to-end-user transactions, together with facilitated exchange-based trading. There is currently no reliable data on the total number or demographic composition of users on the global exchanges.





Goods and Services


Cryptocurrencies can be used to purchase goods and services, either online or at physical locations, although reliable data is not readily available about the retail and commercial market penetration of the various cryptocurrencies. To date, the rate of consumer adoption and use of cryptocurrencies for paying merchants has trailed the broad expansion of retail and commercial acceptance of cryptocurrency. Other markets, such as credit card companies and certain financial institutions are not accepting such digital assets. It is likely that there will be a strong correlation between the continued expansion of the Cryptocurrency Network and its retail and commercial market penetration.





Anonymity and Illicit Use


The Blockchain Network was not designed to ensure the anonymity of users, despite a common misperception to the contrary. All transactions are logged on the Blockchain and any individual or government can trace the flow of cryptocurrencies from one address to another. Off-Blockchain transactions occurring off the Network are not recorded and do not represent actual transactions or the transfer of cryptocurrencies from one digital wallet address to another, though information regarding participants in an Off-Blockchain transaction may be recorded by the parties facilitating such Off-Blockchain transactions. Digital wallet addresses are randomized sequences of 27-34 alphanumeric characters that, standing alone, do not provide sufficient information to identify users; however, various methods may be used to connect an address to a particular user's identity, including, among other things, simple Internet searching, electronic surveillance and statistical network analysis and data mining. Anonymity is also reduced to the extent that certain Exchanges and other service providers collect users' personal information, because such Exchanges and service providers may be required to produce users' information in order to comply with legal requirements. In many cases, a user's own activity on the Blockchain Network or on Internet forums may reveal information about the user's identity.

Users may take certain precautions to enhance the likelihood that they and their transactions will remain anonymous. For instance, a user may send its cryptocurrencies to different addresses multiple times to make tracking the cryptocurrencies through the Blockchain more difficult or, more simply, engage a so-called "mixing" or "tumbling" service to switch its cryptocurrencies with those of other users. However, these precautions do not guarantee anonymity and are illegal to the extent that they constitute money laundering or otherwise violate the law.

As with any other asset or medium of exchange, cryptocurrencies can be used to purchase illegal goods or fund illicit activities. The use of cryptocurrencies for illicit purposes, however, is not promoted by the Blockchain Network or the user community as a whole. Furthermore, we do not believe our advertising, marketing, and consulting services has exposure to such uses because the services we provide are curated by our management and team.






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DESCRIPTION OF SUBSIDIARIES


There were three subsidiaries that were incorporated into the financials of OBITX for fiscal year 2020. All three subsidiaries were closed and the operations discontinued in the fiscal year ended January 31, 2020. We have incorporated them in this Form 10Q for historical reference of the period ending April 30, 2019. These three subsidiaries include altCUBE, Inc., which was incorporated on June 4, 2018 in the state of Wyoming. altCUBE, Inc. was created to provide services in the arena of promoting individual advertising solutions and enabling access to the financial crypto global market, providing modern, efficient, clean and intuitive user interface. The second was Campaign Pigeon, LLC, which was incorporated on May 10, 2018 in the state of Wyoming. Campaign Pigeon, LLC was created to provide services in the arena of online marketing and generating advertising. The third subsidiary was Haute Jobs, LLC, which was incorporated on May 10, 2018 in the state of Wyoming. Haute Jobs, LLC was created to provide services in the arena of job marketing and matching services, to perform an as an employment center.





Available Information


All reports of the Company filed with the SEC are available free of charge through the SEC's Web site at www.sec.gov. In addition, the public may read and copy materials filed by the Company at the SEC's Public Reference Room located at 100 F Street, N.E., Washington, D.C. 20549. The public may also obtain additional information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, we evaluate our estimates, including those related to uncollectible receivables, inventory valuation, deferred compensation and contingencies.

We base our estimates on historical performance and on various other assumptions that we believe to be reasonable under the circumstances. These estimates allow us to make judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

We believe the following accounting policies are our critical accounting policies because they are important to the portrayal of our financial condition and results of operations and they require critical management judgments and estimates about matters that may be uncertain. If actual results or events differ materially from those contemplated by us in making these estimates, our reported financial condition and results of operations for future periods could be materially affected.





Results of Operations



Results of Operations for the three months ended October 31, 2020 and 2019





Our operating results for the three months ended October 31, 2020 and 2019 is
summarized as follows:



                               For the three months ended
                                       October 31,
                                  2020               2019

Sales                        $       61,918       $        -
Total Cost of Sales                       -                -
Gross (loss)                 $       61,918                -
Total operating expenses            674,170           45,467
Net (loss) from operations   $     (612,252 )     $  (45,467 )





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Revenue


The company recognized $61,918 in revenue from operations for the three months ended October 31, 2020 as compared to $0 revenue for the three months ended October 31,2019. The revenue was generated for consulting services provided to two clients.





Cost of Goods Sold



The company recognized no cost for services provided for the three months ending October 31, 2020 and 2019.





Gross Profit/Loss


The company recognized $61,918 in gross profit from operations for the three months ended October 31, 2020 as compared to $0 gross profit for the three months ended October 31,2019.





Operating Expenses


Our operating expenses increased by $628,703 to $674,170 for the three months ended October 31, 2020, from $45,467 for the three months ended October 31, 2019.

In the three months ended October 31, 2020 professional fees were $25,135 increasing from $0 in the three months ended October 31, 2019. Our consultant fees increased by $605,339 from $42,000 for the quarter ending October 31, 2019 to $647,339 for the quarter ending October 31, 2020. Our selling, general and administrative costs were increased by $60 to $520 for the quarter ending October 31, 2020 from $460 for the quarter ending October 31, 2019.

Our general and administrative expenses consist of bank charges, telephone expenses, meals and entertainments, computer and internet expenses, postage and delivery, office supplies, stock issuance as compensation, and other expenses. Our professional fees include legal, accounting, and reporting fees.





Net Income/Loss


Our net loss of $139,569 for the three months ended October 31, 2020 consisted primarily of the consulting expense and offset by other income. With consulting expenses $647,339, we increased our overall cost of operations by $628,703 from $45,467 in professional fees, consultant fees, and selling, general and administrative cost for the quarter ending October 31, 2019 to $674,170 for the quarter ending October 31, 2020.

Results of Operations for the nine months ended October 31, 2020 and 2019





Our operating results for the nine months ended October 31, 2020 and 2019 is
summarized as follows:



                               For the nine months ended
                                       October 31,
                                  2020              2019

Sales                        $        61,918     $        -
Total Cost of Sales                        -              -
Gross (loss)                          61,918              -
Total operating expenses          49,949,240        157,627
Net (loss) from operations   $   (49,887,322 )   $ (157,627 )




Revenue


The company recognized $61,918 in revenue from operations for the nine months ended October 31, 2020 as compared to $0 revenue for the nine months ended October 31,2019. The revenue was generated for consulting services provided to two clients.





Cost of Goods Sold



The company recognized no cost for services provided for the nine months ending October 31, 2020 and 2019.






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Gross Profit/Loss


The company recognized $61,918 in gross profit from operations for the nine months ended October 31, 2020 as compared to $0 gross profit for the nine months ended October 31,2019.





Operating Expenses


Our operating expenses increased by $49,791,613 to $49,949,240 for the nine months ended October 31, 2020, from $157,627 for the nine months ended October 31, 2019.

In the nine months ended October 31, 2020 professional fees were $64,723 increasing from $5,257 in the nine months ended October 31, 2019. Our consultant fees increased by $555,339 from $126,000 for the nine months ending October 31, 2019 to $681,339 for the nine months ending October 31, 2020. Our selling, general and administrative costs were increased by $49,178,269 to $49,201,218 for the nine months ending October 31, 2020 from $22,949 for the nine months ending October 31, 2019.

Our general and administrative expenses consist of bank charges, telephone expenses, meals and entertainments, computer and internet expenses, postage and delivery, stock issuances as compensation, office supplies and other expenses. Our professional fees include legal, accounting, and reporting fees.





Net Income/Loss


Our net loss of $49,405,874 for the nine months ended October 31, 2020 which consisted primarily of the stock-based compensation expense. With the exception of the $49,204,508 stock-based compensation expense, we increased our net loss by $49,261,442 to $49,405,874 for the nine months ending October 31, 2020 from $157,627 for the nine months ending October 31, 2019.





Discontinued Operations


We recorded a loss of $0 and $13,195 from discontinued operations for the nine months ended October 31, 2020 and 2019. We recorded an increase of $13,195 from discontinued operations for the nine months ended October 31, 2019.

Liquidity and Capital Resources





Introduction


During the nine months ended October 31, 2020 we gained $65 in cash. Our cash on hand as October 31, 2020 was $65.





Cash Requirements


We had cash available of $65 as of October 31, 2020. Based on our revenues, cash on hand and current monthly burn rate, we must rely on financing and the use of cryptocurrencies to fund current operations on a daily basis.





Sources and Uses of Cash



Operations


We generated $15,223 in cash by operating activities for the nine months ended October 31, 2020, as compared to using $8,150 for the nine months ended October 31, 2019.

Net cash used by operations consisted primarily of the net loss of $49,405,874 offset by non-cash expenses of $49,204,508 in stock-based compensation, $10,886 in imputed interest, and $143,564 realized gain on investment in cryptocurrencies. Additionally, changes in assets and liabilities consisted of increases of $22,845 in accounts payable to related parties, $18,290 in accounts payable, $250 in prepaid expenses, $55,232 in interest receivable from a related party, and $4,449 in accrued interest with an offset of $154,307 in reserves for potential legal settlements.





Financing


We had net cash used in financing activities of $15,158 for the nine months ending October 31, 2020 as compared to a gain of $8,150 for the nine months ending October 31, 2019.






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Off-Balance Sheet Arrangements

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





Going Concern


Our financial statements are prepared using generally accepted accounting principles, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because the business is relatively new and has a short history and relatively few sales, no certainty of continuation can be stated. The accompanying financial statements for the three and nine months ended October 31, 2020 have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

Currently the company has a negative working capital as there have been a significant loss. The large accumulated deficit raises substantial doubt about its ability to continue as a going concern.

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