Quarterly Report (10-q)

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended December 31, 2021

[ ] Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

Commission file number 333-225433

TREND INNOVATIONS HOLDING INC.
(Exact name of small business issuer as specified in its charter)

	NV	7370	38-4053064
	(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Number)	(IRS Employer Identification Number)

44A Gedimino avenue, Vilnius, 01110, LT

(Address of principal executive offices and Zip Code)

(540) 495-0016

(Registrant’s telephone number, including area code)

headoffice@free-cook.com

(Registrant’s email)

Securities registered under Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.001 par value	TREN	OTC Markets

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes (X) No ( )

Indicate by check mark whether the registrant has submitted electronically on its corporate Web site, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ( ) No (X)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	( )	Accelerated filer	( )
Non-accelerated Filer	(X)	Smaller reporting company	(X)
(Do not check if a smaller reporting company)		Emerging growth company	(X)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ( ) No (X)

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 26,316,083 common shares issued and outstanding as of February 14, 2022.

TREND INNOVATIONS HOLDING INC.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION:

Item 1.	Consolidated Financial Statements (Unaudited)	3

	Consolidated Balance Sheets as of December 31, 2021 (Unaudited) and March 31, 2021	4

	Consolidated Statements of Operations for the three and nine months ended December 31, 2021 (Unaudited) and December 31, 2020	5

	Consolidated Statement of Stockholders’ Equity for the nine months ended December 31, 2021 (Unaudited)	6

	Consolidated Statement of Cash Flows for the nine months ended December 31, 2021 (Unaudited) and December 31, 2020	7

	Notes to the Interim Consolidated Financial Statements (Unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	16

Item 4.	Controls and Procedures	16

PART II	OTHER INFORMATION:

Item 1.	Legal Proceedings	16

Item 1A	Risk Factors	16

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16

Item 3.	Defaults Upon Senior Securities	17

Item 4.	Mine Safety Disclosures	17

Item 5.	Other Information	17


Item 6.	Exhibits	17

	Signatures	17

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PART I.

FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

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.

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TREND INNOVATIONS HOLDING INC.

Consolidated Balance Sheets

		December 31, 2021 (Unaudited)		March 31, 2021
ASSETS
Current Assets
Cash and cash equivalents	$	4,578	$	60,364
Prepaid Expenses		75,175		203,628
Loan Receivable		150,182		291,363
Accounts Receivable		59,696		63,629
Prepaid Rent		104		—
Prepaid Taxes		1,623		1,309
Total Current Assets		291,358		620,293
Fixed Assets
Accumulated depreciation		(1,000)		(12,015)
Furniture and Equipment		1,500		1,500
Vehicles		—		33,720
Total Fixed Assets		500		23,205
Intangible Assets
Accumulated depreciation		(119,528)		(83,928)
App Development Cost		97,400		97,400
RSS Database		149,000		149,000
Website Development		8,361		8,361
Total Intangible Assets		135,233		170,833
Other Assets
Deferred expenses		—		1,938
Total Other Assets		—		1,938
TOTAL ASSETS	$	427,091	$	816,269
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Liabilities
Current Liabilities
Accrued Liabilities	$	355	$	1,167
Accrued Payroll		161,000		72,554
Accounts Payable		16,573		270,923
Loan from Related Parties (note 6)		142,082		207,918
Convertible Notes Payable (note 7)		169,500		60,000
Loan Payable		255,521		6,921
Notes payable - Related Party		99,000		149,000
Retainers from Customers		—		375,199
Total Current Liabilities		844,031		1,143,682
Total Liabilities		844,031		1,143,682
Stockholders’ Equity (Deficit)
Preferred stock, $0.001 par value, 5,000,000 shares authorized; 5,000,000 and 0 common shares issued and outstanding respectively		3,950		3,950
Common stock, $0.001 par value, 250,000,000 shares authorized; 26,316,083 and 26,281,600 common shares issued and outstanding respectively		26,316		26,282
Additional paid in capital		60,216		293
Accumulated other comprehensive income		(18,770)		11,392
Accumulated deficit		(488,652)		(369,330)
Total Stockholders’ Equity (Deficit)		(416,940)		(327,413)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	(427,940)	$	816,269

See accompanying notes, which are an integral part of these financial statements

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TREND INNOVATIONS HOLDING INC.

Consolidated Statements of Operations

Three and Nine months ended December 31, 2021 (Unaudited) and 2020

	Three months ended December 31, 2021		Three months ended December 31, 2020		Nine months ended December 31, 2021		Nine months ended December 31, 2020
ORDINARY INCOME/EXPENSE
Income
Sales	$	39,281	$	154,782	$	856,066	$	808,598
TOTAL INCOME		39,281		154,782		856,066		808,598
COGS		331,253		500,976		698,574		982,768
GROSS PROFIT		(291,972)		(346,194)		157,492		(174,171)

OPERATING EXPENSES
Depreciation Expense		13,972		14,124		42,069		42,631
General and Administrative Expenses		193,776		47,661		397,616		78,706
Professional Fees		2,641		8,867		46,314		22,788
Rent Expenses		303		308		887		795
TOTAL OPERATING EXPENSES		210,692		70,960		486,886		144,920

OTHER (EXPENSES) INCOME		153,330		(9)		210,072		1,071

NET INCOME (LOSS) FROM OPERATIONS	$	(349,334)	$	(417,163)	$	(119,322)	$	(318,020)

PROVISION FOR INCOME TAXES		—		—		—		—

NET INCOME (LOSS)	$	(349,334)	$	(417,163)	$	(119,322)	$	(318,020)

Other comprehensive income (loss):
Foreign currency translation adjustment	$	(1,539)	$	9,769	$	(30,162)	$	20,367

COMPREHENSIVE INCOME (LOSS)	$	(350,873)	$	(407,394)	$	(149,484)	$	(297,653)

NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00)	$	(0.00)	$	(0.00)	$	(0.00)

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED		26,316,083		26,281,600		26,316,083		26,281,600

See accompanying notes, which are an integral part of these financial statements

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TREND INNOVATIONS HOLDING INC.

Consolidated Statement of Stockholders’ Equity Nine months ended December 31, 2021 (Unaudited)


	Common Stock		Preferred Stock		Additional Paid-in Capital	Accumulated other comprehensive income	Accumulated Deficit	Total Stockholders’ Equity
	Shares	Amount	Shares	Amount
Balance, March 31, 2020	1,064,080	$ 1,064	—	$ —	$ 28,288	$ —	$ (67,038)	$ (37,686)
Common Shares issued	25,217,520	25,218	—	—	(25,218)	—	—	—
Foreign currency translation adjustment	—	—	—	—	—	2,396	—	2,396
Net income (loss) for the three-months period	—	—	—	—	—	—	48,681	48,681
Balance, June 30, 2020	26,281,600	26,282	—	—	3,070	2,396	(18,357)	13,391
Capital contribution	—	—	—	—	1,172	—	—	1,172
Foreign currency translation adjustment	—	—	—	—	—	8,202	—	8,202
Net income (loss) for the three-months period	—	—	—	—	—	—	50,462	50,462
Balance, September 30, 2020	26,281,600	26,282	—	—	4,242	10,598	32,105	73,227
Preferred Shares issued	—	—	5,000,000	3,950	(3,950)	—	—	—
Foreign currency translation adjustment	—	—	—		43	9,769	—	9,812
Net income (loss) for the three-months period	—	—	—	—	—	—	(417,163)	(417,163)
Balance, December 31, 2020	26,281,600	$ 26,282	5,000,000	$ 3,950	$ 335	$ 20,367	$ (385,058)	$ (334,124)
Balance, March 31, 2021	26,281,600	$ 26,282	5,000,000	$ 3,950	$ 293	$ 11,392	$ (369,330)	$ (327,413)
Foreign currency translation adjustment	—	—	—	—	15	(1,669)	—	(1,654)
Net income (loss) for the three-months period	—	—	—	—	—	—	396,328	396,328
Balance, June 30, 2021	26,281,600	26,282	5,000,000	3,950	308	9,723	26,998	67,261
Conversion of Notes Payable into Common Shares	34,483	34	—	—	59,966	—	—	60,000
Foreign currency translation adjustment	—	—	—	—	(13)	(26,954)	—	(26,967)
Net income (loss) for the three-months period	—	—	—	—	—	—	(166,316)	(166,316)
Balance, September 30, 2021	26,316,083	26,316	5,000,000	3,950	60,261	(17,231)	(139,318)	(66,022)
Foreign currency translation adjustment	—	—	—	—	(45)	(1,539)	—	(1,584)
Net income (loss) for the three-months period	—	—	—	—	—	—	(349,334)	(349,334)
Balance, December 31, 2021	26,316,083	$ 26,316	5,000,000	$ 3,950	$ 60,216	$ (18,770)	$ (488,652)	$ (416,940)

See accompanying notes, which are an integral part of these financial statements

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TREND INNOVATIONS HOLDING INC.

Consolidated Statement of Cash Flows

Nine months ended December 31, 2021 (Unaudited) and 2020

		Nine months ended December 31, 2021		Nine months ended December 31, 2020
OPERATING ACTIVITIES
Net Income	$	(119,322)	$	(318,020)
Foreign currency translation adjustment		(30,207)		20,367
Adjustments to reconcile Net Income to net cash used in operations:
Accumulated depreciation		24,586		40,201
Accounts Payable		(254,349)		393,685
Accounts Receivables		3,933		23,209
Accrued Liabilities		(2,367)		513
Accrued Payroll		90,000		23,485
Deferred Expenses		1,938		(51)
Loan Receivable		(97,002)		80,977
Retainers from Customers		(375,199)		56,855
Prepaid Expenses		128,454		(266,168)
Prepaid Taxes		(314)		(452)
Prepaid Rent		(104)		80
Purchase of goods for resale		—		(122,931)
Net cash used in Operating Activities		(629,953)		(68,250)
INVESTING ACTIVITIES
Vehicles acquisition cost	$	33,719	$	20,173
Net cash provided by Investing Activities		33,719		20,173
FINANCING ACTIVITIES
Additional paid in capital	$	—	$	1,215
Loan from Related Parties		79,516		19,934
Loan Payable		460,932		29,141
Net cash provided by Financing Activities		540,448		50,290
Net cash increase for period	$	(55,786)	$	2,213
Cash at beginning of period	$	60,364	$	27,301
Cash at end of period	$	4,578	$	29,514

See accompanying notes, which are an integral part of these financial statements

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TREND INNOVATIONS HOLDING INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2021

(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.

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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 December 31, 2021. 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 SIGNIFCANT 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 December 31, 2021 and for the related periods presented.

The results for the nine months ended December 31, 2021, 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, 2021, 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 $4,578 of cash as of December 31, 2021.

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’s subsidiary Itnia Co. LLC had $75,175 in prepaid expenses as of December 31, 2021 (March 31, 2021 – $203,628). Prepaid expenses consist of prepaid services.

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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 nine months ended December 31, 2021, foreign currency transaction gain was ($30,162).

Income 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.

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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 December 31, 2021, 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 nine months period ended December 31, 2021, our net income (loss) was ($119,322) and comprehensive loss was ($149,484).

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 December 31, 2021, our fixed assets comprised of $1,500 in equipment. Depreciation expense of equipment was $1,000 as of December 31, 2021.

Note 5 – INTANGIBLE ASSETS

As of December 31, 2021, the total amount of website development was $8,361. Depreciation expense of website development was $8,361 as of December 31, 2021.

As of December 31, 2021, 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 $81,166 as of December 31, 2021.

As of December 31, 2021, the total amount of Capitalized Application Development Costs was $16,234.

In December 2019 and March 2020 the Company purchased an RSS Database. As of December 31, 2021, the total amount of RSS Database was $149,000. Depreciation expense of RSS Database was $30,000 as of December 31, 2021.

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Note 6 – RELATED PARTY TRANSACTIONS

During the period from November 6, 2017 (inception) through December 31, 2021, our president has loaned to the Company $12,131. 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 December 31, 2021. The advances are interest-free and due on demand.

The Company’s subsidiary Itnia Co. LLC received $5,361 as advances from related parties as of December 31, 2021. The advances are interest-free and due on demand.

As of December 31, 2021, 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 December 31, 2021.

There were 5,000,000 shares of preferred stock issued and outstanding as of December 31, 2021.

Common Stock

The Company has 250,000,000, $0.001 par value shares of common stock as of December 31, 2021.

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 December 31, 2021.

Warrants

No warrants were issued or outstanding as of December 31, 2021.

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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 41% and $354,855 of sales for the nine months ended December 31, 2021. 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 December 31, 2021, 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.

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ITEM 2.

MANAGEMENT’ DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Business Description

Trend Innovations Holding Inc. (formerly FreeCook) is a holding company for innovative websites and mobile apps which are aimed to provide customization and convenience for its users. The company’s office is located at 44A Gedimino avenue, Vilnius, 01110, Lithuania. The phone number is +37052512561 available Monday to Friday from 10:00am to 5:00pm EET (Lithuanian time). The direct phone line of Natalija Tunevic is +15404950016.

In summer 2018, Trend Innovations Holding Inc. (formerly FreeCook) started operations with development of a trading platform for users who cook at home and want to sell their food on the Internet and home-cooked food lovers.

On June 28, 2019, Trend Innovations Holding Inc. acquired Thy News LLC, an owner of a news application with feed from various sources that users can choose and customize. It is available for free download in Apple AppStore and Google Play Market. Users also will be able to subscribe for additional paid features that extend the functionality of the original app. At the moment of the first release, the app’s news database consisted of 24,000 processed news sources, and as of December 31, 2019 this amount increased for more 75,000 processed sources to a total of 99,000 processed sources. From January 1, 2020 to March 31, 2021 the Company acquired additional 50,000 processed sources. As of December 31, 2021, the users of the app have an opportunity to choose interesting and relevant news feeds from 149,000 processed sources.

On July 22, 2019, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Nevada Secretary of State which changed the Company’s name from FreeCook to Trend Innovations Holding Inc.

On March 30, 2020, the Company acquired Itnia Co. LLC, a Wyoming limited liability company, an owner of MB Lemalike Innovations. The company provides services in the field of IT consulting using artificial intelligence technologies. Itnia Co. LLC, on behalf of Lemalike Innovations, provides IT consulting services including: i) Project Management and Software Administration; ii) Financial and Asset Management for IT; iii) Service Management for IT; iv) Event Management for IT.

On October 19, 2020, Natalija Tunevic, being the sole member of the Board of Directors, appointed Mr. Mikhail Bukshpan to positions of a Director and Chief Operations Officer of Trend Innovations Holding Inc. Ms. Natalija Tunevic also resigned from the position of the Treasurer of the Company and appoint Mr. Bukshpan the Treasurer of Trend Innovations Holding Inc.

Results of operations

Results of Operations for the three and nine months ended December 31, 2021 and 2020:

Revenue

For the three months ended December 31, 2021 and 2020 the Company generated total revenue of $39,291 and $154,782, respectively.

For the nine months ended December 31, 2021 and 2020 the Company generated total revenue of $856,066 and $808,598, respectively.

Operating expenses

Total operating expenses for the three months ended December 31, 2021 and 2020 were $210,692 and $70,960. The operating expenses for the three months ended December 31, 2021 included $13,972 in depreciation expenses; $193,776 in general and administrative expenses; $2,641 in professional fees; $303 in rent expense. The operating expenses for the three months ended December 31, 2020 included $14,124 in depreciation expenses; $47,661 in general and administrative expenses; $8,867 in professional fees; $308 in rent expense.

Total operating expenses for the nine months ended December 31, 2021 and 2020 were $486,886 and $144,920. The operating expenses for the nine months ended December 31, 2021 included $42,069 in depreciation expenses; $397,616 in general and administrative expenses; $46,314 in professional fees; $887 in rent expense. The operating expenses for the nine months ended December 31, 2020 included $42,631 in depreciation expenses; $78,706 in general and administrative expenses; $22,788 in professional fees; $795 in rent expense.

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Net Loss/Income

The net loss for the three months ended December 31, 2021 and 2020 was $349,334 and $417,163 accordingly.

The net loss for the nine months ended December 31, 2021 and 2020 was $119,322 and $318,020 accordingly.

Nine Months Period Ended December 31, 2021

LIQUIDITY AND CAPITAL RESOURCES

As of December 31, 2021, the Company had $4,578 of cash and our liabilities were $844,031, comprised of an amount owed to the directors of the Company and its subsidiary; accounts payable; loans payable; notes payable and retainers from customers.

As of December 31, 2021, our total assets were $427,091. Total assets were comprised of $291,358 in current assets, $500 in fixed assets and $135,233 in intangible assets.

As of December 31, 2021, our current liabilities were $844,031 and Stockholders’ deficit was $416,940.

CASH FLOWS FROM OPERATING ACTIVITIES

As of December 31, 2021, the Company used $(629,953) of cash flows in operating activities.

CASH FLOWS FROM INVESTING ACTIVITIES

As of December 31, 2021, the Company generated $33,719 of cash flows in investing activities.

CASH FLOWS FROM FINANCING ACTIVITIES

As of December 31, 2021, the Company generated $540,448 of cash flows in financing activities.

There is no assurance that our company will be able to obtain further funds required for our continued working capital requirements.

There is substantial doubt about our ability to continue as a going concern as the continuation of our business is dependent upon public offering and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on our audited consolidated financial statements, our independent auditors included an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern. Our financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage of operations and have generated limited revenues since inception. We cannot guarantee that we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

ITEM 4.

CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2021. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

Changes in Internal Controls over Financial Reporting

There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II.

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

During the past ten years, none of the following occurred with respect to the President of the Company: (1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of any competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the commodities futures trading commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

We are not currently a party to any legal proceedings, and we are not aware of any pending or potential legal actions.

ITEM 1A.

RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

No unregistered shares were sold during the nine-month period ended December 31, 2021.

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ITEM 3.

DEFAULTS UPON SENIOR SECURITES

No senior securities were issued and outstanding during the nine-month period ended December 31, 2021.

ITEM 4.

MINE SAFETY DISCLOSURES

None

ITEM 5.

OTHER INFORMATION

None

ITEM 6.

EXHIBITS

The following exhibits are included as part of this report by reference:


31.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

32.1		Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: February 14 , 2022	TREND INNOVATIONS HOLDING INC.

	By:	/s/	Natalija Tunevic
		Name:	Natalija Tunevic
		Title:	President, Secretary and Director
			(Principal Executive, Financial and Accounting Officer)