The accompanying interim financial statements of Trend
Innovations Holding Inc. (formerly FreeCook) (“the Company”, “we”, “us” or “our”), have
been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance with United States generally accepted principles have been
condensed or omitted pursuant to such rules and regulations.
The interim financial statements are condensed and
should be read in conjunction with the company’s latest annual financial statements.
In the opinion of management, the financial statements
contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition,
results of operations, and cash flows of the Company for the interim periods presented.
See accompanying notes, which are an integral part
of these financial statements
See accompanying notes, which are an integral part
of these financial statements
See accompanying notes, which are an integral part
of these financial statements
See accompanying notes, which are an integral part
of these financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of June 30, 2022
(Unaudited)
Note 1 – ORGANIZATION AND NATURE OF BUSINESS
Trend Innovations Holding Inc. is a holding
company for innovative websites and mobile apps which are aimed to provide customization and convenience for its users. The Company is
constantly working on completing relevant tasks in IT consulting and introducing artificial intelligence to regular users. We make our
customers' businesses more visual, manageable and predictable, which ultimately leads to increased profitability.
Our principal office address is located at 44A Gedimino avenue, Vilnius,
01110, Lithuania.
Sale and Purchase of Ownership Interest Agreement
On June 28, 2019 Trend Innovations Holding Inc. (formerly
FreeCook) a Nevada corporation (“Buyer”, “Company”), entered into a Sale and Purchase of Ownership Interest Agreement
with ThyNews Tech LLC, a Wyoming corporation, (“Thynews Tech” or the “Seller”), wherein Trend Innovations Holding
Inc. (formerly FreeCook) purchased 100% of the ownership of Thynews Tech. Upon completion of the Agreement, Trend Innovations Holding
Inc. (formerly FreeCook) agreed to deliver to Thynews Tech’s owners a cumulative total of one hundred thousand (100,000) restricted
shares of Trend Innovations Holding Inc. treasury valued at One Dollar ($1.00) per share. The shares were to be delivered to Thynews Tech
within 60 days following the execution of the agreement. Additionally, Trend Innovations Holding Inc. provided to Thynews Tech’s
owners, as consideration, a Promissory Note in the amount of One Hundred Thousand United States Dollars ($100,000 US). Trend Innovations
Holding Inc. acquired 100% of the ownership of duly and validly issued, fully paid and non-assessable ownership interest of ThyNews Tech
LLC, including ThyNews Application. Prior to the transaction, Trend Innovations Holding Inc. had 5,014,080 shares of common stock issued
and outstanding. Upon the transaction, the additional 100,000 of Trend Innovations Holding Inc. common stock were issued and outstanding.
Upon the issuance of shares to Thynews, there were 5,014,080 shares of common stock issued and outstanding.
On March 30, 2020 Trend Innovations Holding Inc (formerly
FreeCook)., being represented by its President and Director, Natalija Tunevic, entered into Sale and Purchase of Ownership Interest Of
100% of Itnia Co. LLC, a Wyoming limited liability company which owns 100% of MB Lemalike Innovations, a Lithuanian IT consulting company
with Mikhail Bukshpan. Upon completion of the Agreement, Trend Innovations Holding Inc. agreed to deliver to Itnia Co. LLC’s owners
a cumulative total of one hundred fifty thousand (150,000) restricted shares of Trend Innovations Holding Inc. treasury valued at
One Dollar ($1.00) per share. The shares were to be delivered to Mr. Bukshpan within the mutually agreed upon time frame following the
execution of the agreement. Additionally, Trend Innovations Holding Inc. were to provide to Mr. Bukshpan, as consideration, a Promissory
Note in the amount of One Hundred and Fifty Thousand United States Dollars ($150,000 US).
MB Lemalike Innovations
MB ‘Lemalike Innovations’, formerly known
as MB ‘Repia’, was incorporated in Lithuania on October 9, 2017. The company was originally engaged in providing business
and other consulting services for the companies intending to seek for new markets outside Lithuania. Recently the company has also been
developing in the IT direction. In providing consultations, Lemalike Innovations helps enterprises in the Baltic countries looking for
export opportunities. Lemalike Innovations is currently working to enter the area of implementing and consulting on the matter of Artificial
Intelligence technologies.
On January 31, 2020, Mr. Mikhail Bukshpan became the
director of the entity. On March 10, 2020, he merged Lemalike Innovations into his limited liability company, Itnia Co. LLC. Upon that,
on March 30, 2020, Itnia Co. LLC merged into Trend Innovations Holding Inc. and became a part of the holding.
The company’s registered office is located at
Sv. Stepono g. 27D-2, LT-01315 Vilnius, Lithuania.
8 | Page
Note 2 – GOING CONCERN
The accompanying financial statements have been prepared
in conformity with accounting principles generally accepted in the United States (“GAAP”), which contemplate continuation
of the Company as a going concern. However, the Company had limited revenues and recurring losses as of June 30, 2022. The Company has
not completed its efforts to establish a stabilized source of revenue sufficient to cover operating costs over an extended period of time.
Therefore, there is substantial doubt about the Company’s ability to continue as a going concern. Management anticipates that the
Company will be dependent, for the near future, on additional investment capital to fund operating expenses The Company intends to position
itself so that it will be able to raise additional funds through the capital markets. In light of management’s efforts, there are
no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going
concern.
Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Basis of presentation
The accompanying condensed financial statements have
been prepared by Trend Innovations Holding Inc. in accordance with GAAP without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows as
of June 30, 2022 and for the related periods presented.
The results for the three months ended June 30, 2022,
are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should
be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report
on Form 10-K for the year ended March 31, 2022, filed with the Securities and Exchange Commission.
Use of Estimates
The preparation of financial statements in conformity
with GAAP 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 amount of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Application Development Costs
The Company follows the provisions of ASC 985, Software,
which requires that all costs relating to the purchase or internal development and production of software products to be sold, leased
or otherwise marketed, be expensed in the period incurred unless the requirements for technological feasibility have been established.
The Company capitalizes all eligible software costs incurred once technological feasibility is established. The Company amortizes these
costs using the straight-line method over a period of three years, which is the remaining estimated economic life of the costs. At the
end of each reporting period, the Company writes down any excess of the unamortized balance over the net realizable value.
Depreciation, Amortization, and Capitalization
The Company records depreciation and amortization
when appropriate using straight-line method over the estimated useful life of the assets. We estimate that the useful life of equipment
is 5 years and website development is 1 year. Expenditures for maintenance and repairs are charged to expense as incurred. Additions,
major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the
related accumulated depreciation is removed from the appropriate accounts and the resultant gain or loss is included in net income.
Cash
and Cash Equivalents
The
Company considers
all highly liquid
investments
with original
maturities of
three months
or less to be cash
equivalents.
The Company had $22,465 of cash as of June 30, 2022.
Prepaid Expenses
Prepaid expenses are amounts paid to secure the use
of assets or the receipt of services at a future date or continuously over one or more future periods. When the prepaid expenses are eventually
consumed, they are charged to expense. Prepaid Expenses are recorded at fair market value.
The Company had $49,004 in prepaid expenses as of
June 30, 2022 (March 31, 2022 – $126,162). Prepaid expenses consist of prepaid services.
9 | Page
Lease
The Company determines if an arrangement is a lease
at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and
operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities,
and other long-term liabilities in the consolidated balance sheets.
ROU assets represent the right to use an underlying
asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease
ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most
of the leases do not provide an implicit rate, The Company generally use the incremental borrowing rate based on the estimated rate of
interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also
includes any lease payments made and excludes lease incentives. Lease expense for lease payments is recognized on a straight-line basis
over the lease term.
Website Development Costs
The Company amortizes these costs using the straight-line
method over a period of one years, which is the remaining estimated economic life of the costs. At the end of each reporting period, the
Company writes down any excess of the unamortized balance over the net realizable value.
Foreign Currency Translation
The Company considers the U.S. dollar to be its functional
currency as it is the currency of the primary economic environment in which the Company operates. All assets, liabilities, revenues and
expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect at the balance sheet date.
All exchange gains and losses are included in operations.
For the three months ended June 30, 2022, foreign
currency transaction gain was ($4,631).
Icnome Taxes
Income taxes are computed using the asset and liability
method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between
the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation
allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
Revenue Recognition
The Company adopted Accounting Standards Codification
(“ASC”) 606. ASC 606, Revenue from Contracts with Customers, establishes principles for reporting information about the nature,
amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers.
The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that
reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance
obligations are satisfied.
The Company has assessed the impact of the guidance
by performing the following five steps analysis:
Step 1: Identify the contract
Step 2: Identify the performance obligations
Step 3: Determine the transaction price
Step 4: Allocate the transaction price
Step 5: Recognize revenue
Revenue is measured at the fair value of the consideration
received or receivable, net of discounts and taxes applicable to the revenue.
Revenue from supplies of consulting services is recognized
when title and risk of loss are transferred and there are no continuing obligations to the customer. Title and the risks and rewards of
ownership transfer to and accepted by the customer when the services are collected by the customer at the Company’s office. Revenue
is recorded net of sales discounts, returns, allowances, and other adjustments that are based upon management’s best estimates and
historical experience and are provided for in the same period as the related revenues are recorded. Based on limited operating history,
management estimates that there was no sales return for the period reported.
The Company derives its revenue from direct sales
to individuals and business companies. Generally, the Company recognizes revenue when services are sold and accepted by the customers
and there are no continuing obligations to the customer.
10 | Page
Basic Income (Loss) Per Share
The Company computes income (loss) per share in accordance
with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common
shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect
to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if
their effect is anti-dilutive. For the period from November 6, 2017 (inception) through June 30, 2022, there were no potentially dilutive
debt or equity instruments issued or outstanding.
Comprehensive Income (Loss)
Comprehensive income is defined as all changes in
stockholders’ equity (deficit), exclusive of transactions with owners, such as capital investments. Comprehensive income includes
net income or loss, changes in certain assets and liabilities that are reported directly in equity such as translation adjustments on
investments in foreign subsidiaries and unrealized gains (losses) on available-for-sale securities. For the three months period ended
June 30, 2022, our net income (loss) was ($29,762) and comprehensive loss was ($34,393).
COVID-19 Risks, Impacts and Uncertainties
Our company may be subject to the risks arising from
COVID-19's impacts on the IT industry. Our management believes that these impacts, which include but are not limited to the following,
may have a negative effect on our financial position, results of operations, and cash flows: (i) prohibitions or limitations on in-person
activities associated with meetings; (ii) lack of consumer desire for incurring additional expenses during these times; and (iii) deteriorating
economic conditions, such as increased unemployment rates. In addition, we have considered the impacts and uncertainties of COVID-19 in
our use of estimates in preparation of our consolidated financial statements. These estimates include, but are not limited to, likelihood
of achieving performance conditions under performance-based equity awards, net realizable value of inventory, and the fair value of reporting
units and goodwill for impairment.
In Spring of 2020, a lot of governments around the
world issued lockdown orders prohibiting their respective citizens from working in the offices and arranging face-to-face meetings. There
also were instances of reducing number of hours available to each employee. These actions were taken in response to the economic impact
of COVID-19 on business areas resulted in a reduction of productivity for the year 2020. Due to the online nature of the company’s
operations, our regular course of business did not incur significant changes. However, the company’s clients and third parties had
to adjust their operations which resulted in a decreased number of agreements.
Recent Accounting Pronouncements
We have reviewed all the recently issued, but not
yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company.
Note 4 – FIXED ASSETS
As of June 30, 2022, our fixed assets comprised of
$1,500 in equipment. Depreciation expense of equipment was $1,150 as of June 30, 2022.
Note 5 – INTANGIBLE ASSETS
As of June 30, 2022, the total amount of website development
was $8,361. Depreciation expense of website development was $8,361 as of June 30, 2022.
As of June 30, 2022, the unamortized balance of the
costs related to the purchase or internal development and production of software to be sold, leased, or otherwise marketed was $97,400,
which is deemed to be equal to the net realizable value, and is included within Application Development Costs in the balance sheet. Depreciation
expense of application development was $89,283 as of June 30, 2022.
As of June 30, 2022, the total amount of Capitalized
Application Development Costs was $8,117.
In December 2019 and March 2020 the Company purchased
an RSS Database. As of June 30, 2022, the total amount of RSS Database was $149,000. Depreciation expense of RSS Database was $33,750
as of June 30, 2022.
11 | Page
Note 6 – RELATED PARTY TRANSACTIONS
During the period from November 6, 2017 (inception)
through June 30, 2022, our president has loaned to the Company $55,816. This loan is unsecured, non-interest bearing and due on demand.
The Company’s subsidiary Thynews Tech LLC received
$124,590 as advances from related parties as of June 30, 2022. The advances are interest-free and due on demand.
The Company’s subsidiary Itnia Co. LLC received
$5,216 as advances from related parties as of June 30, 2022. The advances are interest-free and due on demand.
As of June 30, 2022, the Company has an outstanding
debt to Mr. Mikhail Bukshpan, our Treasurer, COO and Director, who is also the owner of Itina Co. LLC. The amount of such debt is $99,000.
Note 7 – THIRD PARTY TRANSACTIONS
On January 11, 2021, Natalija Tunevic, assigned her
$60,000 loan to Mr. Oleg Sapojnicov. A conversion clause was added to the Note. Conversion may take place after a lockup period of 60
days following the issue of the note. The conversion price shall be at market share price on the day of conversion subject to a 40% discount.
On April 1, 2021, Natalija Tunevic, assigned her $50,000
loan to Mr. Serhii Cherniienko. A conversion clause was added to the Note, pursuant to which, the $50,000 loan is convertible, at any
time after six months, at the discretion of Mr. Serhii Cherniienko, into shares of the Company’s Common Stock at a fixed conversion
price of $0.01 per share.
On May 3, 2021, Natalija Tunevic, assigned her $25,000
loan to Mr. Oleg Sapojnicov. A conversion clause was added to the Note, pursuant to which, the $25,000 loan is convertible, at any time
after six months, at the discretion of Mr. Oleg Sapojnicov, into shares of the Company’s Common Stock at a fixed conversion price
of $0.01 per share.
On June 1, 2021, Mikhail Bukshpan, assigned his $50,000
debt to Ms. Jurgita Bizonaite. A conversion clause was added to the Note, pursuant to which, the $50,000 debt is convertible, at any time
after six months, at the discretion of Ms. Jurgita Bizonaite, into shares of the Company’s Common Stock at a fixed conversion price
of $0.01 per share.
On September 30, 2021, Natalija Tunevic, assigned
her $44,500 loan to Mr. Serhii Cherniienko. A conversion clause was added to the Note, pursuant to which, the $44,500 loan is convertible,
at any time after six months, at the discretion of Mr. Serhii Cherniienko, into shares of the Company’s Common Stock at a fixed
conversion price of $0.01 per share.
Note 8 – STOCKHOLDERS’ EQUITY
Preferred Stock
The Company has 5,000,000, $0.001 par value shares
of preferred stock authorized as of June 30, 2022.
There were 5,000,000 shares of preferred stock issued
and outstanding as of June 30, 2022.
Common Stock
The Company has 250,000,000, $0.001 par value shares
of common stock as of June 30, 2022.
The Board of Directors and Majority Stockholder resolved
on July 12, 2021 that 34,483 Common Shares shall be issued to Mr. Oleg Sapojnicov in exchange for Convertible Note in the amount of $60,000.
There were 26,316,083 shares of common stock issued
and outstanding as of June 30, 2022.
Warrants
No warrants were issued or outstanding as of June
30, 2022.
12 | Page
Stock Options
The Company has never adopted a stock option plan
and has never issued any stock options.
Note 9 – COMMITMENTS AND CONTINGENCIES
The Company rents an office at 44A Gedimino avenue,
Vilnius, 01110, Lithuania.
Note 10 - CONCENTRATION RISK
The Company is potentially
subject to concentration risk in its sales revenue.
Major Customer
The Company has one major
customer that accounted for approximately 63% and $79,920 of sales for the three months ended June 30, 2022. The Company expects to maintain
this relationship with the customer.
Note 12 – SUBSEQUENT EVENTS
In accordance with ASC 855, “Subsequent
Events”, the Company has analyzed its operations subsequent to June
30, 2022, through the date these financial statements were issued, and has determined that it does not have any material subsequent events
to disclose in these financial statements other than those described below.
On August 16, 2022 Company issued Mr. Bukshpan 5,915,000
common shares for cancelation of $241,500 debt.
13 | Page