Cost of revenue was zero for the 3-month period ending
March 31, 2021 compared to $1,282 the 3-month period ending March 31, 2020, representing decreased revenue of $1,282
or 100%. The decrease is due to the discontinuation of selling digital subscriptions, events and digital marketing in 2021.
Cash-paid compensation expense decreased by $19,859
or 48% to $43,934 for the 3-month period ending March 31, 2021 from $63,793 for the 3-month period ending March 31, 2021.
The decrease is due to the discontinuation of selling digital subscriptions, events and digital marketing in 2021.
General and administrative expense was $146,794
for the 3-month period ending March 31, 2021, approximately equivalent to $143,025 for the 3-month period ending March
31, 2020.
Our net loss for the for the 3-month period ending
March 31, 2021 was $17,512 compared to a net loss of $220,022 for the 3-month period ending March 31, 2020. The
decrease in net loss of $202,510 is a result of lack of issuance of non-cash stock-based compensation expenses to our personnel,
and reduction in revenue, offset with the gain received for the conversion of our convertible debt to zero.
Additionally as result of the spinoff of MJLink
which became a discontinued operation, we incurred net losses from discontinued operations of $27,700 and $2,698, respectively, for the
period ended March 31, 2021 and March 31, 2020, respectively.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
March
31, 2021
(unaudited)
NOTE
1 – ORGANIZATION AND DESCRIPTION OF BUSINESS
Organization
Social
Life Network, Inc. (referred to herein as “we” or “our” or “us”) is a Technology Business Incubator
(TBI) that provides tech start-ups with seed technology development and executive leadership, making it easier for start-up founders
to focus on raising capital, perfecting their business model, and growing their network usership. Our seed technology is an artificial
intelligence (AI) powered social network and Ecommerce platform that leverages blockchain technology to increase speed, security, and
accuracy on the niche social networks that we license to the companies in our TBI.
Corporate
Changes
On
August 30, 1985, we were incorporated as a private corporation, CJ Industries, Inc., in California. On February 24, 2004, we merged with
Calvert Corporation, a Nevada Corporation, changed our name to Sew Cal Logo, Inc., and moved our domicile to Nevada, at which time our
common stock became traded under the ticker symbol “SEWC”.
In
June 2014, Sew Cal Logo, Inc. was placed into receivership in Nevada’s 8th Judicial District (White Tiger Partners, LLC et al v.
Sew Cal Logo, Inc.et al, Case No A-14-697251-C) (Dept. No.: XIII) (the “Receivership”).
On
January 29, 2016, we, as the seller (the “Seller”), completed a business combination/merger agreement (the “Agreement”)
with the buyer, Life Marketing, Inc., a Colorado corporation (the “Buyer”), its subsidiaries and holdings, and all of the
Buyer’s securities holders. We acted through the court-appointed receiver and White Tiger Partners, LLC, our judgment creditor.
The Agreement provided that the then current owners of the private company, Life Marketing, Inc., become the majority shareholders, pursuant
to which an aggregate of 119,473,334 common stock shares were issued to our officers, composed of 59,736,667 shares each to our Chief
Executive Officer, Kenneth Tapp, and Andrew Rodosevich, our then-Chief Financial Officer. Pursuant to the terms of the Agreement and
related corporate actions in our domicile, Nevada:
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cancelled all previously created preferred class of stock;
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We
delivered newly issued, common stock shares equivalent to approximately 89.5% of its outstanding shares as a control block in exchange
for 100% of the Buyer’s outstanding shares;
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The
court appointed receiver sold its judgment to the Buyer and the Seller agreed to pay the receiver $30,000 and the equivalent of 9.99%
of the outstanding stock (post-merger) of the newly issued unregistered exempt shares;
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Our
then officers and directors were terminated, and Kenneth Tapp and Andrew Rodosevich became the Company’s Chief Executive Officer/Director
and Chief Financial Officer/Director, respectively;
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We
effected a 5,000 to 1 reverse stock split effective April 11, 2016, with each shareholder retaining a minimum of 100 shares;
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We
changed our name from Sew Cal Logo, Inc. to WeedLife, Inc, and then to Social Life Network, Inc. effective in Nevada on April 11,
2016;
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We
changed our stock symbol from SEWC to WDLF;
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We
decreased our authorized common stock shares from 2,000,000,000 shares to 500,000,000 shares, effective in Nevada on March 17, 2016.
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On
June 6, 2016, the Court issued an order in the Receivership pursuant to Section 3(a) (10) of the Securities Act of 1933, as amended,
ratifying the above actions. The receiver was discharged on June 7, 2016.
On
September 20, 2018, we incorporated MjLink.com, Inc. (“MjLink”), a Delaware Corporation. On
February 1, 2020, MjLink.com, Inc. filed its Form 1-A Offering Document for a Regulation A Tier 2 initial public offering, which
the SEC qualified on September 28, 2020. . We ceased operating MjLink as a division and they continued operations as an independent
company, in return for 15.17% of the MjLink.com, Inc. outstanding Class A common stock shares.
On
March 4, 2020, our Board increased our number of authorized shares of Common Stock from 500,000,000 to 2,500,000,000 Common Stock Shares
pursuant to an amendment to our Articles of Incorporation with the state of Nevada, and submitted to Nevada our Certificate of Designation
of Preferences, Rights and Limitations of our Class B Common Stock, providing that each Class B Common Stock Share has one-hundred (100)
votes on all matters presented to be voted by the holders of Common Stock. The Class B Common Stock Shares only have voting power and
have no equity, cash value, or any other value.
Effective
March 4, 2020, our Board of Directors (the “Board”) authorized the issuance of twenty-five million (25,000,000) Class B Common
Stock Shares to Ken Tapp, our Chief Executive Officer, in return for his services as our Chief Executive Officer from February 1, 2016
to February 29, 2020, which shares are equal to two billion five hundred million (2,500,000,000) votes and have no equity, cash value
or any other value.
Effective
March 28, 2021, our Board the issuance of fifty million (50,000,000) Class B Common Stock Shares to Ken Tapp, our Chief Executive Officer,
in return for his services as our Chief Executive Officer from March 1, 2020 to February 28, 2021, which shares are equal to five billion
(5,000,000,000) votes and have no equity, cash value or any other value. As of the date of this filing, our Chief Executive Officer controls
approximately in excess of 98% of shareholder votes via the Company’s issuance of 75,000,000 Class B Shares to Ken Tapp,
thereby controlling over 7,500,000,000 votes.
On
May 8, 2020, we filed Amended and Restated Articles of Incorporation (“Amended Articles”) in Nevada to increase our authorized
shares from 2,500,000,000 to 10,000,000,000 Shares and our Preferred Shares from 100,000,000 to 300,000,000 Shares. Additionally, the
Amended Articles authorized us from May 8, 2020 and continuing until March 31, 2021, as determined by our Board in its sole discretion,
to effect a Reverse Stock Split of not less than 1 share for every 5,000 shares and no more than 1 share for every 25,000 shares (the
“Reverse Stock Split”).
On
December 11th, 2020, we filed a Form 8-K stating that we would not be executing the Reverse Stock Split, which Reverse Stock
Split expired on March 31st, 2021 pursuant to the May 8, 2020 Amended Articles described immediately above.
Our
Business
We
are a Technology Business Incubator (TBI) that, through individual licensing agreements, provides tech start-ups with seed technology
development, legal and executive leadership, makes it easier for start-up founders to focus on raising capital, perfecting their business
model, and growing their network usership. Our seed technology is an artificial intelligence (“AI”) powered social network
and Ecommerce platform that leverages blockchain technology to increase speed, security and accuracy on the niche social networks that
we license to the companies in our TBI.
From
2013 through the first half of 2021, we have added niche social networking tech start-ups to our TBI that target consumers and business
professionals in the Cannabis and Hemp, Residential Real Estate industry, Space industry, Hunting, Fishing, Camping and RV’ing
industry, Racket Sports, Soccer, Golf, Cycling, and Motor Sports industries.
Each
of our TBI licensees’ goal is to grow their network usership to a size enabling sale to an acquiring niche industry company or
taking the TBI licensee public or helping them sell their company through a merger or acquisition.
Using
our state-of-art AI and Blockchain technologies, our licensees’ social networking platforms learn from the changing online social
behavior of users to better connect the business professionals and consumers together. We also utilize AI in the development and updating
of our code, in order to identify and debug our platform faster, and be more cost effective.
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of presentation
The
Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States
of America (“U.S. GAAP”).
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 amounts of revenues and expenses during the reporting period. Significant estimates
include the estimated useful lives of property and equipment. Actual results could differ from those estimates.
Concentrations
of Credit Risk
We
maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor
our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant
credit risk on cash.
Cash
equivalents
The
Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There
were no cash equivalents for the year ended March 31, 2020 or 2020.
Accounts
Receivable
Revenues
that have been recognized but not yet received are recorded as accounts receivable. Losses on receivables will be recognized when it
is more likely than not that a receivable will not be collected. An allowance for estimated uncollectible amounts will be recognized
to reduce the amount of receivables to its net realizable value when considered necessary. Any allowance for uncollectible amounts is
evaluated quarterly.
Fair
value of financial instruments
The
Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial
instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure
the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles
generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency
and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which
prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives
the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable
inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:
Level
1:
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Quoted
market prices available in active markets for identical assets or liabilities as of the reporting date.
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Level
2:
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Pricing
inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the
reporting date.
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Level
3:
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Pricing
inputs that are generally observable inputs and not corroborated by market data.
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The
carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate
their fair value because of the short maturity of those instruments. The Company’s notes payable approximates the fair value of
such instruments based upon management’s best estimate of interest rates that would be available to the Company for similar financial
arrangements at March 31, 2020.
The
Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis as of March 31, 2020 and
2020.
Revenue
recognition
The
Company follows paragraph 605-15-25 of the FASB Accounting Standards Codification for revenue recognition when the right of return exists.
The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable
and earned when all of the following criteria are met: (i) The seller’s price to the buyer is substantially fixed or determinable
at the date of sale, (ii) The buyer has paid the seller, or the buyer is obligated to pay the seller and the obligation is not contingent
on resale of the product. If the buyer does not pay at time of sale and the buyer’s obligation to pay is contractually or implicitly
excused until the buyer resells the product, then this condition is not met., (iii) The buyer’s obligation to the seller would
not be changed in the event of theft or physical destruction or damage of the product, (iv) The buyer acquiring the product for resale
has economic substance apart from that provided by the seller. This condition relates primarily to buyers that exist on paper, that is,
buyers that have little or no physical facilities or employees. It prevents entities from recognizing sales revenue on transactions with
parties that the sellers have established primarily for the purpose of recognizing such sales revenue, (v) The seller does not have significant
obligations for future performance to directly bring about resale of the product by the buyer, and (vi) The amount of future returns
can be reasonably estimated.
Income
taxes
The
Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and
liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under
this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets
and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax
assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be
realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal
years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities
of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date.
On
December 22, 2018, the Tax Cuts and Jobs Act (TCJA) was signed into law by the President of the United States. TCJA is a tax reform act
that among other things, reduced corporate tax rates to 21 percent effective January 1, 2018. FASB ASC 740, Income Taxes, requires deferred
tax assets and liabilities to be adjusted for the effect of a change in tax laws or rates in the year of enactment, which is the year
in which the change was signed into law. Accordingly, the Company adjusted its deferred tax assets and liabilities at March 31,2020,
using the new corporate tax rate of 21 percent. See Note 7.
The
Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty
income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return
should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain
tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based
on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured
based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section
740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods
and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according
to the provisions of Section 740-10-25.
Stock-based
Compensation
We
account for equity-based transactions with nonemployees under the provisions of ASC Topic No. 505-50, Equity-Based Payments to Non-Employees
(“ASC 505-50”). ASC 505-50 establishes that equity-based payment transactions with nonemployees shall be measured at
the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable.
The fair value of common stock issued for payments to nonemployees is measured at the market price on the date of grant. The fair value
of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, we recognize
the fair value of the equity instruments issued as deferred stock compensation and amortize the cost over the term of the contract.
We
account for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation—Stock Compensation,
which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial
statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited
to additional paid-in capital over the period during which services are rendered.
Basic
and Diluted Earnings Per Share
Net
income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income
(loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding
during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number
of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common
shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period
presented.
Recently
issued accounting pronouncements
In
January 2018, the FASB issued ASU 2018-01, Business Combinations (Topic 805) Clarifying the Definition of a Business. The amendments
in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether
transactions should be accounted for as acquisitions or disposals of assets or businesses. The definition of a business affects many
areas of accounting including acquisitions, disposals, goodwill, and consolidation. The guidance is effective for interim and annual
periods beginning after December 15, 2018 and should be applied prospectively on or after the effective date. The Company is in the process
of evaluating the impact of this accounting standard update.
In
November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires restricted cash
to be presented with cash and cash equivalents on the statement of cash flows and disclosure of how the statement of cash flows reconciles
to the balance sheet if restricted cash is shown separately from cash and cash equivalents on the balance sheet. ASU 2016-18 is effective
for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating
the impact of this accounting standard update on its financial statements.
In
October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory, which
requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer
occurs. ASU 2016-16 is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The
Company is in the process of evaluating the impact of this accounting standard update on its financial statements.
In
August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments.
ASU 2016-15 provides guidance for targeted changes with respect to how cash receipts and cash payments are classified in the statements
of cash flows, with the objective of reducing diversity in practice. ASU 2016-15 is effective for interim and annual periods beginning
after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this accounting standard
update on its statements of cash flows.
In
March 2016, the FASB issued ASU 2016-09, Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting.
ASU 2016-09, which amends several aspects of accounting for employee share-based payment transactions including the accounting for income
taxes, forfeitures, and statutory tax withholding requirements, and classification in the statement of cash flows. ASU 2016-09 is effective
for fiscal years beginning after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016, with
early adoption permitted. The Company has evaluating the impact of this accounting standard update and noted that it has had no material
impact.
In
February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), and has since issued amendments thereto, related to the accounting
for leases (collectively referred to as “ASC 842”). ASC 842 establishes a right-of-use (“ROU”) model that requires
a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will
be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement.
The Company will adopt ASC 842 on January 1, 2021. A modified retrospective transition approach is required for lessees for capital and
operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements,
with certain practical expedients available. Entities have the option to continue to apply historical accounting under Topic 840, including
its disclosure requirements, in comparative periods presented in the year of adoption. An entity that elects this option will recognize
a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption instead of the earliest period presented.
The Company expects to elect to apply the optional ASC 842 transition provisions beginning on January 1, 2021. Accordingly, the Company
will continue to apply Topic 840 prior to January 1, 2021, including Topic 840 disclosure requirements, in the comparative periods presented.
The Company expects to elect the package of practical expedients for all its leases that commenced before January 1, 2021. The Company
has evaluated its real estate lease, its copier leases and its generator rental agreements. The Company expects that the adoption of
ASC 842 will materially impact its balance sheet and have an immaterial impact on its results of operations. Based on the Company’s
current agreements, the Company expects that upon the adoption of ASC 842 on January 1, 2021, it will record an operating lease liability
of approximately $33,000 and corresponding ROU assets based on the present value of the remaining minimum rental payments associated
with the Company’s leases. As the Company’s leases do not provide an implicit rate, nor is one readily available, the Company
will use its incremental borrowing rate based on information available at January 1, 2021 to determine the present value of its future
minimum rental payments.
In
May 2014, August 2015, April 2016 and May 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09 (ASC
Topic 606), Revenue from Contracts with Customers, ASU 2015-14 (ASC Topic 606) Revenue from Contracts with Customers, Deferral of the
Effective Date, ASU 2016- from Contracts with Customers, ASU 2015-14 (ASC Topic 606) Revenue from Contracts with Customers, Deferral
of the Effective Date, ASU 2016-10 (ASC Topic 10 (ASC Topic 606) Revenue from Contracts with Customers, Identifying Performance Obligations
and Licensing, and ASU 2016-12 (ASC Topic 606) Revenue from Contracts with 606) Revenue from Contracts with Customers, Identifying Performance
Obligations and Licensing, and ASU 2016-12 (ASC Topic 606) Revenue from Contracts with accounting for revenue arising from contracts
with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. It also requires entities
to disclose both quantitative and qualitative information that enable financial statements users to understand the nature, amount, timing,
and uncertainty of revenue and cash flows arising from contracts with customers. The amendments in these ASUs are effective for fiscal
years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted for annual periods beginning
after December 15, 2016. The Company is in the process of assessing the impact, if any, on its financial statements.
In
January 2017, the FASB issued Accounting Standards Update No. 2017-01 (ASU 2017-01) “Business Combinations (Topic 805): Clarifying
the Definition of a Business.” ASU 2017-01 provides guidance to evaluate whether transactions should be accounted for as acquisitions
(or disposals) of assets or businesses. If substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated
in a single asset or a group of similar assets, the assets acquired (or disposed of) are not considered a business. We adopted ASU 2017-01
as of January 1, 2017 on a prospective basis and there was no material impact to our consolidated financial statements.
The
Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on
the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements
that have been issued that might have a material impact on its financial position or results of operations.
NOTE
3 – GOING CONCERN
The Company’s unaudited financial statements
have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities
and commitments in the normal course of business for the foreseeable future. The Company had an accumulated deficit of $31,446,737
at March 31, 2021, and a loss from continuing operations of $17,512. These factors raise substantial doubt about the Company’s
ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its generating profitable
operations in the future and/or to obtain the necessary financing to meet obligations and repay liabilities arising from normal business
operations when they come due. The Company’s management intends to finance operating costs over the next three months with existing
cash on hand and public issuance of common stock. While the Company believes that it will be successful in obtaining the necessary financing
and generating revenue to fund its operations, meet regulatory requirements and achieve commercial goals, there are no assurances that
such additional funding will be achieved or that the Company will succeed in its future operations. The financial statements of the Company
do not include any adjustments that may result from the outcome of these uncertainties.
NOTE
4 – RELATED PARTY TRANSACTIONS
Other
than as disclosed below, there has been no transaction, since January 1, 2021, or currently proposed transaction, in which our company
was or is to be a participant and the amount involved exceeds $5,000 or one percent of our total assets at March 31, 2021, and in which
any of the following persons had or will have a direct or indirect material interest:
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(a)
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any
director or executive officer of our company;
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(b)
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any
person who beneficially owns, directly or indirectly, more than 5% of any class of our voting securities;
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(c)
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any
person that is part of a group, consisting of two or more persons that agreed to act together for the purpose of acquiring, holding,
voting or disposing of our common stock, that acquired control of our company when it was a shell company; and
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(d)
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any
member of the immediate family (including spouse, parents, children, siblings and in- laws) of any of the foregoing persons.
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We
have Technology Business Incubator (TBI) license agreements with MjLink.com Inc., LikeRE.com Inc., HuntPost.com Inc., RacketStar.com
Inc., FutPost.com Inc., GolfLynk.com Inc., CycleFans.com Inc., WEnRV.com Inc., RaceDY.com Inc., and SpaceZE.com Inc., which agreements
provide that our TBI licensees pay us a license fee of 5% percentage of annual revenues generated, and 15% of their common stock, issuable
immediately prior to a liquidity event such as an IPO or sale of 51% or more, of a licensee’s common stock. The 15% common stock
payment is non-dilutive prior to a liquidity event described above. Our Chief Executive Office, Kenneth Tapp, owns less than 1% of our
outstanding shares and is a board member of each of our TBI licensees. Ken Tapp owns less than 9.99% of the outstanding common stock
in each of our licensees. Pricing for the license agreements was set by our board of directors. This type of licensing agreement is standard
for technology incubators and tech start-up accelerators.
Our
related party revenue year-to-date for Fiscal Year 2021 is $62,500 or 100.0% of our gross revenue.
We
paid 1 (one) of our Advisors, Vincent (Tripp) Keber, $30,000 for his consulting services during the first quarter 2021.
From
January 1, 2021 through March 31, 2021, Kenneth Tapp, from time-to-time, provided short-term interest free loans amounting to $145,000
for the Company’s operations. At March 31, 2021 we owed $169,925 to Kenneth Tapp.
As
noted in Note 8, the Company completed a December 31, 2020 Division Spin-Off Agreement (“Spin-Off Agreement) between MjLink.com,
Inc. (“MjLink”) and the Company whereby the Parties agreed to cease the Company operating MjLink as its cannabis division
and going forward MjLink would conduct its own operations. The Company recorded a loss from discontinued operations of $27,700 during
the three months ended March 31, 2021. With regards to the Spin-Off, MjLink issued the Company 800,000 of its Common Stock Shares or
15.17% of its outstanding shares for MjLink’s use of the Company’s license from January 1st 2020 to December 31, 2020. Ken
Tapp is the Chief Executive Officer of both the Company and MjLink and thus the transaction was treated as a related party transaction.
To reflect the true intention of the Parties to the Spin-Off Agreement, the Parties then agreed in an Amended Spin-Off Agreement to reflect
an effective date of 12:01 am on January 1, 2021 regarding the Spin-Off transaction (“Effective Date”). Apart from the Effective
Date there were no further changes to the Spin-Off Agreement.
NOTE
5 – SALES RETURNS
For
the period ended March 31, 2021, the Company did not issue any credit memos.
NOTE
6 – STOCK WARRANTS
During
the three months ended March 31, 2021 and the years ended December 31, 2020, 2019, we granted zero, zero and 1,594,853 warrants, respectively,
to our advisors and employees, totaling 17,894,873 warrants (the “17,894,873 Warrants”). Each warrant entitles the holder
to one Social Life Network common stock share at an exercise price ranging from five to twenty cents, with a weighted average price of
seven cents. The term of our warrants have a range from 3 to 5 years from the initial exercise date. The warrants will be expensed as
they become exercisable beginning January 1, 2018 through April 11, 2024. During the three months ended September 30, 2019, 300,000 additional
warrants vested, and as of September 30, 2020 the 17,894,873 Warrants are 100% vested. During the twelve months ended December 31, 2019,
we executed a cashless conversion of 8,800,020 vested warrants in exchange for 4,400,010 common stock shares. The remaining 9,064,853
outstanding warrants are currently 100% vested to date and not exercised. The aggregate fair value of the warrants as of December 31,
2020 total $2,238,800, which values are based on the Black-Scholes-Merton pricing model using the following estimates: exercise price
ranging from $0.00 to $0.20, stock prices ranging from $0.0001 to $0.38, risk free rates ranging from 0.07% - 1.60%, volatility ranging
from 391% to 562%, and expected life of the warrants ranging from 3 to 5 years.
A
summary of the status of the outstanding stock warrants and changes during the periods is presented below:
|
|
Shares available to purchase with warrants
|
|
|
Weighted Average Price
|
|
|
Weighted Average Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, December 31, 2019
|
|
|
9,094,853
|
|
|
$
|
0.07
|
|
|
$
|
-
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Outstanding, March 31, 2020
|
|
|
9,094,853
|
|
|
$
|
0.07
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, March 31, 2020
|
|
|
9,094,853
|
|
|
|
0.07
|
|
|
|
-
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Outstanding, June 30, 2020
|
|
|
9,094,853
|
|
|
|
0.07
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, June 30, 2020
|
|
|
9,094,853
|
|
|
|
0.07
|
|
|
|
-
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Outstanding, September 30, 2020
|
|
|
9,094,853
|
|
|
|
0.07
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, September 30, 2020
|
|
|
9,094,853
|
|
|
$
|
0.07
|
|
|
$
|
-
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
30,000
|
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Outstanding, December 31, 2020
|
|
|
9,064,853
|
|
|
|
0.07
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, December 31, 2020
|
|
|
9,064,853
|
|
|
|
0.07
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, March 31, 2021
|
|
|
9,064,853
|
|
|
$
|
0.07
|
|
|
$
|
-
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
101,003
|
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Outstanding, December 31, 2020
|
|
|
8,963,850
|
|
|
|
0.07
|
|
|
$
|
0.31
|
Range of Exercise Prices
|
|
|
Number Outstanding 3/31/2021
|
|
|
Weighted Average Remaining Contractual Life
|
|
|
Weighted Average Exercise Price
|
|
$
|
0.00 – 0.20
|
|
|
|
8,963,850
|
|
|
|
1.84 years
|
|
|
$
|
0.07
|
|
In
the $5,000,000 Complaint, the Company filed against a Convertible Lender as referenced below under Part II, Item 1, the Company alleges,
among other things, that the warrants exercised by the Lender were unconscionable since it provided the defendants with $1,000,000 worth
of our common stock and violated the doctrine of unconscionability under Nevada and Florida law, and on that basis, requested that the
Court declare the transaction documents void and unenforceable.
In
the $40,000,000 Complaint, The Company filed against a Convertible Lender as referenced below under Part II, Item 1, the Company alleges,
among other things, that the Warrant Agreement (the “Warrant”) was substantively unconscionable under California law because
it provided the Defendants with hundreds of millions of shares, despite the face of the Warrant providing that the Lender is entitled
to only 412,000 Warrant Shares under the Warrant, and on that basis, requested that the Court declare that the Securities Contracts (the
transaction documents) are unconscionable and void and unenforceable, including the Warrant Agreement.
NOTE
7 – COMMON STOCK AND CONVERTIBLE DEBT
Common
Stock
Class
A
For
the quarter ending December 31, 2019, the Company issued 2,200,000 stock shares to three professionals for their services. The shares
are valued at $0.10, the closing stock price on the date of grant, for total non-cash expense of $220,000. In addition, the Company entered
into subscription agreements with 6 accredited investors. The Company sold 3,550,000 common stock shares to the accredited investors
at $0.10 per share for total gross proceeds of $355,000. As of March 31, 2020, the Company received all the funds. The Company also issued
102,176 common shares to a single lender as inducement for their services at $0.00. Lastly, one lender converted their debt into 284,373
common shares at $0.04 for a value of $10,000. These shares were all issued during the three months ended March 31, 2020.
For
the quarter ending March 31, 2020, several lenders converted their debt into 415,479,876 common shares at an average of $0.00140 for
a value of $232,257.
After
unanimous Board of Director approval and Shareholder Approval by consent of over 51% of the Company’s outstanding shares, filing
of the Company’s Definitive Information Statement, and notice to shareholders, the Company filed an Amended and Restated Articles
of Incorporation to increase its authorized shares with the State of Nevada (which was approved by the State of Nevada on March 4, 2020)
to 2.5 billion shares.
After
unanimous Board of Director approval and Shareholder Approval by consent of over 51% of the Company’s outstanding shares, filing
of the Company’s Definitive Information Statement and notice to shareholders, the Company filed Amended and Restated Articles of
Incorporation (“Amended Articles”) to increase its authorized shares with the State of Nevada, which was approved by the
State of Nevada on May 8, 2020, which amended articles increased the Company’s authorized Class A Common Stock Shares to Ten Billion
(10,000,000,000) Shares, Class B Common Stock Shares to Four Hundred Million (400,000,000) Shares, and the Preferred Shares to Three
Hundred Million (300,000,000) Shares. Additionally, the Amended Articles authorized the Company from May 8, 2020 and continuing until
March 31, 2021, as determined by the Company’s Board of Directors in its sole discretion, to effect a Reverse Stock Split of not
less than 1 share for every 5,000 shares and no more than 1 share for every 25,000 shares.
For
the quarter ending June 30, 2020, several lenders converted their debt into 774,546,579 common shares at an average of $0.00060, for
a value of $44,693.
For
the quarter ending September 30, 2020, several lenders converted their debt into 2,125,389,202 common shares at an average of $0.00005,
for a value of $111,977.
For
the quarter ending December 31, 2020, several lenders converted their debt into 2,619,030,182 common shares at an average of $0.00082,
for a value of $133,902.
For
the quarter ending March 31, 2021, the remaining lenders converted their debt into 792,278,846 common shares at an average of $.00523,
for a value of $270,174.
Class
B
Effective
March 4, 2020, our board of directors authorized the issuance of twenty five million (25,000,000) Class B Common Stock Shares to Ken
Tapp, our Chief Executive Officer, in return for his services as our Chief Executive Officer from February 1, 2016 to February 29, 2020,
which shares are equal to two billion five hundred million (2,500,000,000) votes and have no equity, cash value or any other value.
Effective
March 28, 2021, our Board authorized the issuance of fifty million (50,000,000) Class B Common Stock Shares to Ken Tapp, our Chief Executive
Officer, in return for his services as our Chief Executive Officer from March 1, 2020 to February 28, 2021, which shares are equal to
five billion (5,000,000,000) votes and have no equity, cash value or any other value. As of the date of this filing, our Chief Executive
Officer controls approximately in excess of 98% of shareholder votes via our issuance of 75,000,000 Class B Shares to Ken Tapp, thereby
controlling over 7,500,000,000 votes.
Convertible
Debt and Other Obligations
Convertible
Debt
We
have the following convertible notes payable as of March 31, 2021:*
Note
|
|
Funding Date
|
|
Maturity Date
|
|
Interest Rate
|
|
|
Original Borrowing
|
|
|
Average Conversion Price
|
|
|
Number of Shares Converted
|
|
|
Balance at
March 31, 2021
|
|
Note payable (A)
|
|
April 15, 2019
|
|
November 14, 2019
|
|
|
7
|
%
|
|
$
|
100,000
|
|
|
$
|
0.0000
|
|
|
|
810,911,013
|
|
|
$
|
-
|
|
Note payable (B)
|
|
April 15, 2019
|
|
April 14, 2022
|
|
|
10
|
%
|
|
$
|
67,500
|
|
|
$
|
0.0000
|
|
|
|
117,869,569
|
|
|
|
-
|
|
Note payable (C-1)
|
|
May 24, 2019
|
|
December 23, 2019
|
|
|
10
|
%
|
|
$
|
80,000
|
|
|
$
|
0.00004
|
|
|
|
2,098,755,638
|
|
|
|
-
|
|
Note payable (C-2)
|
|
July 3, 2019
|
|
February 2, 2020
|
|
|
10
|
%
|
|
$
|
160,000
|
|
|
$
|
0.0003
|
|
|
|
1,146,297,040
|
|
|
|
-
|
|
Note payable (D)
|
|
June 12, 2019
|
|
June 11, 2020
|
|
|
12
|
%
|
|
$
|
110,000
|
|
|
$
|
0.0019
|
|
|
|
691,151,660
|
|
|
|
-
|
|
Note payable (E)
|
|
June 26, 2019
|
|
March 25, 2020
|
|
|
12
|
%
|
|
$
|
135,000
|
|
|
$
|
0.00004
|
|
|
|
514,781,219
|
|
|
|
-
|
|
Note payable (F)
|
|
August 7, 2019
|
|
August 6, 2020
|
|
|
10
|
%
|
|
$
|
100,000
|
|
|
$
|
0.0007
|
|
|
|
158,429,766
|
|
|
|
-
|
|
Note payable (G)
|
|
August 21, 2019
|
|
August 20, 2020
|
|
|
10
|
%
|
|
$
|
148,500
|
|
|
$
|
0.0001
|
|
|
|
431,824,675
|
|
|
|
-
|
|
Note payable (H)
|
|
January 28, 2020
|
|
January 27, 2021
|
|
|
10
|
%
|
|
|
63,000
|
|
|
$
|
0.0001
|
|
|
|
1,102,499,999
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
0.0001
|
|
|
|
|
|
|
$
|
-
|
|
*As
indicated below in footnotes A-H, we had various convertible notes with funding dates in 2019 and 2020, which notes were paid in full
and completely retired by February 5, 2021, specifically, as follows:
A-
November 14, 2019
B
- June 26, 2019
C
- January 25, 2021
D
– February 5, 2021
E
– January 7, 2021
F
– July 28, 2021
G
– January 4, 2021
H
– August 24, 2020
|
(A)
|
On
April 15, 2019, we completed a 7-month term original issue discount convertible note and other related documents with an unaffiliated
third-party funding group to generate $100,000 in additional available cash resources with a payback provision due. The note was
paid in full on November 14, 2019 of $117,700 which includes the original issue discount of $10,000 and interest of $7,700. In connection
therewith, we issued 150,000 common stock shares and additional 102,176 common stock shares on October 15, 2019, per our original
agreement, 412,500 common stock warrants, and reserved 301,412,500 restricted common shares for potential conversion if the note
was note paid in full. The shares were issued during the three months ended June 30, 2019. The conversion price is fixed at $0.15.
Pursuant to current accounting guidelines, we determined that the beneficial conversion feature of the note created a fair value
discount of $13,333 at the date of issuance when the stock price was at $0.17 per share. This note was paid in full on November 14,
2019.
|
|
(B)
|
On April 15, 2019, we completed convertible debenture at zero interest and other related documents with an
unaffiliated third-party funding group to generate $375,000 in additional available cash resources, the funds of which will be
released over the 90 days following execution of the agreement in the amounts of $67,500, $90,000, and $180,000, with a payback
provision of $75,000, $100,000, and $200,000, respectively, over 36 months. In connection therewith, the Company issued 300,000
common stock warrants, and 20,192,307 restricted common shares as reserve for potential conversion if the note was note paid in
full. The note was unsecured and did not bear interest; however, the implied interest was determined to be 10% over 36 months since
the note was issued at a 10% discount. Subsequently, on June 26, 2019 we nullified the agreement and other related documents with
this funding group after the initial disbursement of $67,500. We refunded the initial tranche of $67,500, a 10% redemption fee
of $7,500 for the principle amount plus for the original issue discount of $7,500, and other additional administrative fees of
$30,000, which totaled $105,000. This note was paid in full on June 26, 2019.
|
|
|
|
|
(C)
|
On May 24, 2019, we completed a 7-month fixed convertible promissory note and other related documents with
an unaffiliated third-party funding group to generate $240,000, which will be distributed in three equal monthly tranches of $80,000,
in additional available cash resources with a payback provision of $80,000 plus the original issue discount of $4,000 or $84,000
due seven months from each funding date for each tranche, totaling $252,000. We received only two of the three tranches of $80,000,
generating $160,000 in additional available cash resources with a payback provision due on December 23, 2019 and February 2, 2020
totaling $184,800 which includes the original issue discount of $8,000 plus interest of $16,800. In connection therewith, we issued
50,000 common stock shares for two tranches with another 25,000 common stock shares to be issued with the third tranche, and we
have reserved 8,000,000 which was subsequently increased to 3 billion restricted common shares for conversion. The conversion price
is the lower of $0.08 or sixty five percent (65%) of the 2 lowest traded prices of the Common Stock for the twenty (20) Trading
Days immediately preceding the date of the date of conversion. We determined that because the conversion price is variable and
unknown, it could not determine if it had enough reserve shares to fulfill the conversion obligation. As such, pursuant to current
accounting guidelines, we determined that the beneficial conversion feature of the note created a fair value discount of $130,633
at the date of issuance when the stock price was at $0.12 per share. This note was paid in full on January 25, 2021.
|
|
|
|
|
(D)
|
On
June 12, 2019, we completed a 12-month convertible promissory note and other related documents with an unaffiliated third-party funding
group to generate $110,000 in additional available cash resources with a payback provision due on June 11, 2020 of $135,250 which
includes the original issue discount of $11,000 plus interest of $14,250. In connection with the note, we have reserved 14,400,000
restricted common shares as reserve for conversion. The conversion price is a 35% discount to the average of the two (2) lowest trading
prices during the previous twenty (20) trading days to the date of a Conversion Notice. We determined that because the conversion
price is variable and unknown, it could not determine if we had enough authorized shares to fulfill the conversion obligation. On
December 19, 2019, we converted $10,000 of principle into 495,472,078 shares of common stock at approximately $0.035 per share. As
such, pursuant to current accounting guidelines, we determined that the beneficial conversion feature of the note created a fair
value discount of $59,231 at the date of issuance when the stock price was at $0.11 per share. This note was paid in full on February
5, 2021.
|
|
|
|
|
(E)
|
On
June 26, 2019, we completed a 9-month senior convertible promissory note and other related documents with an unaffiliated third-party
funding group to generate $135,000 in additional available cash resources with a payback provision due on March 25, 2020 of $168,000
which includes the original issue discount of $15,000 plus interest of $18,000. In connection with the note, we issued 100,000 common
stock shares and has reserved 15,000,000, which was subsequently increased to 1 billion restricted common shares for conversion.
The conversion price is the lower of $0.08 or sixty five percent (65%) of the 2 lowest traded prices of the Common Stock for the
twenty (20) Trading Days immediately preceding the date of the date of conversion. We determined that because the conversion price
is variable and unknown, it could not determine if we had enough authorized shares to fulfill the conversion obligation. As such,
pursuant to current accounting guidelines, we determined that the beneficial conversion feature of the note created a fair value
discount of $72,692 at the date of issuance when the stock price was at $0.11 per share. This note was paid in full on January 7,
2021.
|
|
|
|
|
(F)
|
On
August 7, 2019, we completed a 12-month convertible promissory note and other related documents with an unaffiliated third-party
funding group to generate $100,000 in additional available cash resources with a payback provision due on August 6, 2020 of $121,000
which includes the original issue discount of $10,000 plus interest of $11,000. In connection with the note, we issued 100,000 common
stock shares and has reserved 677,973,124, which was subsequently increased to 105,769,231, restricted common shares for conversion.
The conversion price is the lower of $0.08 or sixty five percent (65%) of the 2 lowest traded prices of the Common Stock for the
twenty (20) Trading Days immediately preceding the date of the date of conversion. We determined that because the conversion price
is variable and unknown, it could not determine if we had enough authorized shares to fulfill the conversion obligation. As such,
pursuant to current accounting guidelines, we determined that the beneficial conversion feature of the note created a fair value
discount of $73,750 at the date of issuance when the stock price was at $0.09 per share. This note was paid in full on July 28, 2020.
|
|
(G)
|
On August 21, 2019, we completed a 12-month convertible promissory note and other related documents with an
unaffiliated third-party funding group to generate $148,500, which would be distributed in three equal monthly tranches of $49,500.
Only one tranche of $49,500 was received, and created available cash resources with a payback provision of $49,500 plus the original
issue discount of $5,500 or $55,000 due twelve months from each funding date for each tranche, totaling $165,000. We generated
$49,500 in additional available cash resources with a payback provision due on August 20, 2020 totaling $60,500 which includes
the original issue discount of $5,500 plus interest of $5,500. In connection therewith, we issued 50,000 common stock shares for
the first tranche with another 50,000 common stock shares to be issued with each additional tranche, which will total 150,000 common
shares; we have reserved 80,000,000 which was subsequently increased to 2 billion restricted common shares for conversion. The
conversion price is the 35% discount to the average of the two (2) lowest trading prices during the previous twenty (20) trading
days to the date of a Conversion Notice. We determined that because the conversion price is variable and unknown, it could not
determine if it had enough authorized shares to fulfill the conversion obligation. As such, pursuant to current accounting guidelines,
we determined that the beneficial conversion feature of the note created a fair value discount of $26,654 at the date of issuance
when the stock price was approximately $0.07 per share. This note was paid in full on January 4, 2021.
|
|
|
|
|
(H)
|
On January 28, 2020, we completed a 12-month convertible promissory note and other related documents with
an unaffiliated third-party funding group to generate up to $925,000, which will be distributed in multiple tranches to be determined,
in additional available cash resources with a payback provision of principle debt without an original issue discount plus interest.
We received only one tranche and generated $63,000 in additional available cash resources with a payback provision due on January
27, 2021 totaling $69,300 which includes the principle plus interest of $6,300. We reserved 41,331,475, which was subsequently
increased to 1billion restricted common shares for conversion. The conversion price is the 39% discount to the average of the two
(2) lowest trading prices during the previous fifteen (15) trading days to the date of a Conversion Notice. We determined that
because the conversion price is variable and unknown, it could not determine if it had enough authorized shares to fulfill the
conversion obligation. As such, pursuant to current accounting guidelines, we determined that the beneficial conversion feature
of the note created a fair value discount of $40,279 at the date of issuance when the stock price was approximately $0.01 per share.
This note was paid in full on August 24, 2020.
|
|
●
|
On June 26, 2019, we fully met and timely paid its debt obligation to Note Payable (B).
|
|
●
|
On November 14, 2019, we fully met and timely paid its debt obligation to Note Payable (A).
|
|
●
|
On July 28, 2020, we fully met and timely paid its debt obligation to Note Payable (F).
|
|
●
|
On August 24, 2020, we fully met and timely paid its debt obligation to Note Payable (H).
|
|
●
|
On November 3, 2020, we fully met and timely paid its debt obligation to Note Payable (C-1).
|
|
●
|
On January 4, 2021, we fully met and timely paid its debt obligation to Note Payable (G).
|
|
●
|
On January 7, 2021, we fully met and timely paid its debt obligation to Note Payable (E).
|
|
●
|
On January 25, 2021, we fully met and timely paid its debt obligation to Note Payable (C-2).
|
|
●
|
On February 5, 2021, we fully met and timely paid its debt obligation to Note Payable (D).
|
Accordingly,
all of our convertible plus interest obligation was fully settled in the first quarter 2021.
Other
Obligations
For
the quarter ending March 31, 2021, Kenneth Tapp, from time-to-time provided short-term interest free loans for the Company’s operations.
For the first quarter ending of 2021, Kenneth Tapp provided an additional net amount of $84,197 in short term interest free loans for
legal expenses, totaling $169,925 liquidity for year-to-date March 31st, 2021.
On
April 21, 2020, under the Payroll Protection Program, the Company received a forgivable loan of $37,411, and on June 10, 2020, the Company
received an additional forgivable loan of $125,700. Both loans were given to small businesses by the Small Business Application (SBA)
to help support employees of the companies, as financial aid, in order to sustain businesses during the mandatory COVID-19 lockdown.
On
March 12, 2021, MjLink.com relieved all its $364,688 debt obligation to Social Life Network.
The
Company’s executive and administrative office is located at 3465 Gaylord Court, Suite A509, Englewood, Colorado 80113. The Company
had total rent expense for the quarter ended March 31, 2021 and 2020 of $8,590 and $5,699, respectively, which is recorded as part of
General and Administrative expenses in the Statement of Operations.
NOTE
8 -DISCONTINUED OPERATIONS
The
Company completed a December 31, 2020 Division Spin-Off Agreement (“Spin-Off Agreement) between MjLink.com, Inc. (“MjLink”)
and the Company whereby the Parties agreed to cease the Company operating MjLink as its cannabis division and going forward MjLink would
conduct its own operations. The Spin-Off has a subsequent financial effect that could potentially increase the profit margins for the
Company by removing the ongoing operating expenses of MjLink as a division. The Company recorded a loss from discontinued operations of $27,700 during
the three months ended March 31, 2021. MjLink is expected to be worth more as an independent entity than
as a division of the Company. MjLink issued the Company 800,000 of its Common Stock Shares or 15.17% of its outstanding shares for MjLink’s
use of the Company’s license from January 1st 2020 to December 31, 2020. Ken Tapp is the Chief Executive Officer of both the Company
and MjLink and thus the transaction was treated as a related party transaction. To reflect the true intention of the Parties to the Spin-Off
Agreement, the Parties then agreed in an Amended Spin-Off Agreement to reflect an effective date of 12:01 am on January 1, 2021 regarding
the Spin-Off transaction (“Effective Date”). Apart from the Effective Date there were no further changes to the Spin-Off
Agreement.
|
|
Three Months ended
|
|
|
|
March 31, 2021
|
|
|
March 31, 2020
|
|
|
|
|
|
|
|
|
Operating loss
|
|
$
|
(27,700
|
)
|
|
$
|
(2,968
|
)
|
|
|
|
|
|
|
|
|
|
Income(loss) before provision for income taxes
|
|
|
(27,700
|
)
|
|
$
|
(2,968
|
)
|
Provision for income taxes
|
|
|
-
|
|
|
|
-_
|
|
Net income (loss)
|
|
$
|
(27,700
|
)
|
|
$
|
(2,968
|
)
|
NOTE
9 – SUBSEQUENT EVENTS
Common
Stock
As
of May 17, 2021, the Company has not issued common stock shares to an employee nor has sold common shares to an accredited
investor.
On
April 7th, 2021, LVC Consulting returned 29,736,667 common shares into the Company’s treasury, leaving LVC Consulting with 30 million
common shares.
On
April 9, 2021, we (OTC: WDLF) filed a $5,000,000 complaint in The United States District Court for the Southern District of Florida against
a convertible debt funder, including allegations of operating as an unregistered dealer and securities fraud.
On
April 19, 2021, we filed a $40,000,000 complaint in The United States District Court for the Southern District of California against
a convertible debt funder, including allegations of operating as an unregistered dealer and securities fraud.
Convertible
Debt
As
of May 17, 2021, the Company has not entered into any convertible debt arrangements.
Other
Obligations
For
the quarter ending March 31, 2021, Kenneth Tapp, from time-to-time provided short-term interest free loans for the Company’s operations.
For the first quarter ending of 2021, Kenneth Tapp provided an additional net amount of $84,197 in short term interest free loans, totaling
$169,925 liquidity for year-to-date 2021.
Board
of Director, Chief Financial Officer, and Board Appointments
None.