Simulated Environment Concepts : Annual Report - Amended

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Simulated Environmental Concepts, Inc.

780 W. Buck Lake Road, Angola IN 46703

_______________________________

615-300-6991

www.smevmerger.com

[e-mail]

SIC Code: 3999

Annual Report

For the Period Ending: Dec 31, 2021

(the "Reporting Period")

As of Mar 31, 2022, the number of shares outstanding of Common Stock was: 566,745,310

As of Sep 30, 2021, the number of shares outstanding of Common Stock was: 566,745,310

As of Dec 31, 2020, the number of shares outstanding of Common Stock was: 746,745,310

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☐

No: ☒

Indicate by check mark whether the company's shell status has changed since the previous reporting period:Yes: ☐

No: ☒

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:Yes: ☐

No: ☒

1 "Change in Control" shall mean any events resulting in:

(i) Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;

• (ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;

• (iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or

(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

1)Name and address(es) of the issuer and its predecessors (if any)

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

Simulated Environmental Concepts. Until September 2007 - Simulated Environment Concepts, Inc. was a privately held company. On October 1, 2007 the Company was acquired on a stock for stock exchange with 5th Avenue Channel Corporation, with Simulated Environment Concepts, Inc. being the surviving corporation and the current issuer. Other than listed above, the corporation has used no other names in the past five years.

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

Incorporated in the State of Florida, 2002 as privately held company.

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

NA

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

The Company acquired Nitro Holdings LLC, which subsequently acquired the assets of Aqua Plantations LLC.

The address(es) of the issuer's principal executive office:

780 W. Buck Lake Road, Angola IN 46703

The address(es) of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐

No: ☒

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:

NA

2)Security Information

Trading symbol:	SMEV
Exact title and class of securities outstanding:	Common
CUSIP:	829 20N 104
Par or stated value:	$0.001
Total shares authorized:	1,800,000,000
Total shares outstanding:	566,745,310
Number of shares in the Public Float2:	391,917,186
Total number of shareholders of record:	158

All additional class(es) of publicly traded securities (if any):

Trading symbol:

Exact title and class of securities outstanding: CUSIP:

Par or stated value: Total shares authorized: Total shares outstanding: Conversion Ratio to Common Stock

Transfer Agent

Name:	Pacific Stock Transfer
Phone:	800-785-7782
Email:	[e-mail]
Address:	6725 Via Austi Pkwy, Unit 300
Las Vegas, NV 89119

NA

Convertible Preferred NA $1.00

• as of date: 12/31/2021

• as of date: 12/31/2021

• as of date: 12/31/2021

• as of date: 12/31/2021

510,500 510,500

as of date: 12/31/2021 as of date: 12/31/2021

1 Preferred:2,000 CommonIs the Transfer Agent registered under the Exchange Act?3 Yes: ☒

No: ☐

2 "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

3 To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

3)Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐

Shares Outstanding as of Second Most Recent Fiscal Year End: Opening BalanceDate 12/31/2018 Common: 746,745,310 Preferred: 721,978	*Right-click the rows below and select "Insert" to add rows as needed.
Date of Transaction	Transaction type (e.g. new issuance, cancellation, shares returned to treasury)	Number of Shares Issued (or cancelled)	Class of Securities	Value of shares issued ($/per share) at Issuance	Were the shares issued at a discount to market price at the time of issuance? (Yes/No)	Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed).	Reason for share issuance (e.g. for cash or debt conversion) -OR-Nature of Services Provided	Restricted or Unrestricted as of this filing.	Exemption or Registration Type.
05/23/2021	Cancel legacy Preferred stock	(721,928)	Preferred	NA	NA	Ella Frenkel Board Member	NA	NA	NA
05/23/2021	Issue new Preferred Stock	460,500	Preferred	NA	NA	Marvin Baker Board Member	NA	NA	NA
10/16/2021	Preferred Stock	50,000	Preferred	NA	NA	Bryan Wilkinson Board Member	NA	NA	NA
10/22/2021	Cancellation	(60,000,000)	Common	Ella Frenkel	Previous Management	Restricted
10/22/2021	Cancellation	(60,000,000)	Common	Alexander Grichener	Previous Management	Restricted
10/22/2021	Cancellation	(60,000,000)	Common	Ilya Spivak	Previous Management	Restricted
Shares Outstanding on Date of This Report: Ending Balance EndingBalance: Date 12/31/2021 Common: 566,745,310 Preferred: 510,500

Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended September 30, 2020, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2018 through September 30, 2020 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

Marvin Baker purchased 700,000 Preferred shares from Ella Frenkel, which were then reduced by Board Resolution reducing Authorized Preferred Shares.

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☐

Date of Note Issuance	Outstandin g Balance ($)	Principal Amount at Issuance ($)	Interest Accrued ($)	Maturity Date	Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares)	Name of Noteholder (entities must have individual with voting / investment control disclosed).	Reason for Issuance (e.g. Loan, Services, etc.)
12/15/2021	$225,000	$225,000	0	12/31/2023	*	Jeff Mutual	Initial Funding of SMEV Parent
12/25/2021	$227,410	$227,410	0	*	Bryan Wilkinson	Cash to Nitro Holdings LLC for Asset purchase

Use the space below to provide any additional details, including footnotes to the table above:

* Convertible to common stock using a 50% discount to the lowest trading price in a 10 day trading price or $0.0025