The following discussion contains certain statements that may be deemed
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements appear in a number of places in
this Report, including, without limitation, "Management's Discussion and
Analysis of Financial Condition and Results of Operations." These statements are
not guarantees of future performance and involve risks, uncertainties and
requirements that are difficult to predict or are beyond our control.
Forward-looking statements speak only as of the date of this quarterly report.
You should not put undue reliance on any forward-looking statements. We assume
no responsibility to update the forward-looking statements contained in this
quarterly report on Form 10-Q. The following should also be read in conjunction
with the unaudited Financial Statements and notes thereto that appear elsewhere
in this report.
Company Overview
The Company
Golden Developing Solutions, Inc. (the "Company," "we," "our," or "us") was
originally incorporated on December 17, 1998 in the State of Nevada under the
name American Associates Group. In 2007 the name was changed to Clean Hydrogen
Producers, Ltd before being changed in April of 2017 to Golden Developing
Solutions, Inc. The Company has structured itself in 2022 as a pharmaceutical
retail holding company and intends to make additional acquisitions in the
industry in the near future.
On September 26, 2018, the Company incorporated Tasos Media LLC as a wholly
owned subsidiary.
On March 9, 2019, the Company incorporated CBD Infusionz, LLC as a wholly owned
subsidiary.
On December 1, 2021, the Company incorporated Renown Pharmaceuticals LLC as a
wholly owned subsidiary in the state Florida. In July 2022, the domicile was
move to Delaware.
On September 30, 2022, the Company incorporated Orchard Trails, LLC as a
wholly-owned subsidiary in the state of Delaware.
Operations
Golden Developing Solutions is a public online health and wellness start-up
company with a focus on delivering nutritional supplements including vitamins,
tinctures, softgels, and topical application products. Its pharmaceutical
division specializes in providing specialty medicine with rapid delivery
services and adequate medical support in the United State. The recent 4
specialty pharmacy acquisitions in 2022 have capacitated the company's service
offerings to the State of Michigan and Florida with a consolidated revenue of
$100M.
We aim to position ourselves to build shareholder value by setting the highest
standards in service, reliability, and safety in our rapidly growing industry.
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Results of Operations
Three months ended September 30, 2022 compared to three months ended September
30, 2021
Selling, General and Administrative Expenses
Selling, general and administrative expenses amounted to $54,423 and $40,257,
respectively for the three months ended September 30, 2022 and 2021, an increase
of $14,166 due to increased consulting fees in the current period.
Professional fees
Professional fees amounted to $16,755 and $24,595 respectively for the three
months ended September 30, 2022 and 2021. The decrease of $7,840 was due to
increased investor relations along with audit and accounting related expenses to
bring the Company's reporting requirements current in the prior period.
Interest expense
Interest expense was $152,123 and $41,772 for the three months ended September
30, 2022, and 2021, respectively.
Other Income/Expense
The Company recognized gain of $13,149 for the three months ended September 30,
2022 compared to a loss of $369,749 from the change in fair value of derivative
liabilities during the three months ended September 30, 2021.
Nine months ended September 30, 2022 compared to nine months ended September 30,
2021
Selling, General and Administrative Expenses
Selling, general and administrative expenses amounted to $151,288 and $45,970,
respectively for the nine months ended September 30, 2022 and 2021, an increase
of $105,318 due to increased consulting fees in the current period as the
Company increased its operations to raise additional funds.
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Professional fees
Professional fees amounted to $141,265 and $45,054 respectively for the nine
months ended September 30, 2022 and 2021. The increase of $96,211 was due to
increased investor relations along with audit and accounting related expenses
and professional fees associated with future acquisitions.
Interest expense
Interest expense was $297,150 and $105,682 for the nine months ended September
30, 2021, and 2020, respectively.
Other Income/Expense
The Company recognized a gain of $11,000 from extinguishment of liabilities and
a derivative gain of $161,614 during the nine months ended September 30, 2022,
compared to a gain of $58,617 from extinguishment of liabilities and a
derivative loss of $452,008 during the nine months ended September 30, 2021.
Liquidity and Capital Resources
The following is a summary of the Company's cash flows used in operating
activities for the nine months ended September 30, 2022 and 2021:
Nine Months Nine Months
ended ended
September 30, September 30,
2022 2021
Net cash used in operating activities (215,320 ) (49,827 )
Net cash used in investing activities - -
Net cash provided by financing activities 544,300 50,000
Operating Activities
The cash used in operating activities from continuing operations of $215,320 for
the nine months ended September 30, 2022 was primarily due working capital and
general and administrative expenses during the period.
Financing Activities
The cash provided by financing activities from continuing operations of $544,300
during the nine months ended September 30, 2022 was from the proceeds of
$615,000 from issuance of common shares, and $29,500 proceeds from issuance of a
convertible note, offset by payments on convertible notes of $75,000 and
payments on related party loans of $25,200.
We are a public company and as such we have incurred and will continue to incur
significant expenses for legal, accounting and related services. As a public
entity, subject to the reporting requirements of the Exchange Act of 1934, we
incur ongoing expenses associated with professional fees for accounting, legal
and a host of other expenses including annual reports and proxy statements, if
required. We estimate that these costs will increase over the next few years and
may be significantly higher if our business volume and transactional activity
increases. These obligations will certainly reduce our ability and resources to
expand our business plan and activities.
Going Concern
As of September 30, 2022, the Company had $339,715 of cash and had no revenue
during the nine months ended September 30, 2022 to meets its ongoing operating
expenses and liabilities of $704,754 all of which are due within 12 months.
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Our auditor has issued a "going concern" qualification as part of its opinion in
the Audit Report for the year ending December 31, 2021, and our unaudited
financial statements for the quarter ended nine months ended September 30, 2022,
include a "going concern" note disclosing that our ability to continue as a
going concern is contingent on us being able to raise working capital to grow
our operations and generate revenue.
Critical Accounting Policies
The preparation of financial statements and related disclosures in conformity
with accounting principles generally accepted in the United States requires
estimates and assumptions that affect the reported amounts of assets and
liabilities, revenues and expenses and related disclosures of contingent assets
and liabilities in the financial statements and accompanying notes. The SEC has
defined a company's critical accounting policies as the ones that are most
important to the portrayal of the company's financial condition and results of
operations, and which require the company to make its most difficult and
subjective judgments, often as a result of the need to make estimates of matters
that are inherently uncertain. We believe that our estimates and assumptions are
reasonable under the circumstances; however, actual results may vary from these
estimates and assumptions.
Recently Issued Accounting Pronouncements
The Company does not believe that any other recently issued effective
pronouncements, or pronouncements issued but not yet effective, if adopted,
would have a material effect on the accompanying financial statements.
Off-Balance Sheet Arrangements
We have not entered into any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources and would be considered
material to investors.
Contractual Obligations
As a "smaller reporting company" as defined by Item 10 of Regulation S-K, the
Company is not required to provide this information.
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