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Adm Endeavors, Inc. – ‘10-Q’ for 6/30/22

On:  Monday, 8/15/22, at 3:14pm ET   ·   For:  6/30/22   ·   Accession #:  1493152-22-22812   ·   File #:  0-56047

Previous ‘10-Q’:  ‘10-Q’ on 5/10/22 for 3/31/22   ·   Next:  ‘10-Q’ on 11/7/22 for 9/30/22   ·   Latest:  ‘10-Q’ on 11/14/23 for 9/30/23   ·   2 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/15/22  Adm Endeavors, Inc.               10-Q        6/30/22   51:3M                                     M2 Compliance LLC/FA

Quarterly Report   —   Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    509K 
 2: EX-31.1     Certification -- §302 - SOA'02                      HTML     20K 
 3: EX-32.1     Certification -- §906 - SOA'02                      HTML     17K 
 9: R1          Cover                                               HTML     63K 
10: R2          Consolidated Balance Sheets (Unaudited)             HTML    120K 
11: R3          Consolidated Balance Sheets (Unaudited)             HTML     31K 
                (Parenthetical)                                                  
12: R4          Consolidated Statements of Operations (Unaudited)   HTML     94K 
13: R5          Consolidated Statements of Shareholders' Equity     HTML     45K 
                (Unaudited)                                                      
14: R6          Consolidated Statements of Cash Flows (Unaudited)   HTML     85K 
15: R7          Organization and Description of Business            HTML     24K 
16: R8          Summary of Significant Accounting Policies          HTML     83K 
17: R9          Commitments and Contingencies                       HTML     24K 
18: R10         Fixed Assets                                        HTML     29K 
19: R11         Convertible Note Payable and Notes Payable          HTML     53K 
20: R12         Accrued Expenses                                    HTML     23K 
21: R13         Related Party Transactions                          HTML     21K 
22: R14         Stockholders? Equity                                HTML     25K 
23: R15         Concentration of Customers                          HTML     22K 
24: R16         Lease Liability                                     HTML     21K 
25: R17         Summary of Significant Accounting Policies          HTML    133K 
                (Policies)                                                       
26: R18         Summary of Significant Accounting Policies          HTML     39K 
                (Tables)                                                         
27: R19         Fixed Assets (Tables)                               HTML     27K 
28: R20         Convertible Note Payable and Notes Payable          HTML     39K 
                (Tables)                                                         
29: R21         Accrued Expenses (Tables)                           HTML     21K 
30: R22         Organization and Description of Business (Details   HTML     33K 
                Narrative)                                                       
31: R23         Schedule of Estimated Useful Live (Details)         HTML     31K 
32: R24         Schedule of Earnings Per Share Basic and Diluted    HTML     56K 
                (Details)                                                        
33: R25         Summary of Significant Accounting Policies          HTML     46K 
                (Details Narrative)                                              
34: R26         Commitments and Contingencies (Details Narrative)   HTML     30K 
35: R27         Schedule of Fixed Assets and Finance Lease Right    HTML     34K 
                of Use Assets (Details)                                          
36: R28         Fixed Assets (Details Narrative)                    HTML     18K 
37: R29         Schedule of Fair Value Liabilities Measured on      HTML     25K 
                Recurring Basis (Details)                                        
38: R30         Schedule of Derivative Liabilities at Fair Value    HTML     20K 
                (Details)                                                        
39: R31         Schedule of Maturities of Debt (Details)            HTML     33K 
40: R32         Convertible Note Payable and Notes Payable          HTML     75K 
                (Details Narrative)                                              
41: R33         Schedule of Accrued Expenses (Details)              HTML     24K 
42: R34         Accrued Expenses (Details Narrative)                HTML     18K 
43: R35         Related Party Transactions (Details Narrative)      HTML     21K 
44: R36         Stockholders? Equity (Details Narrative)            HTML     29K 
45: R37         Concentration of Customers (Details Narrative)      HTML     26K 
46: R38         Lease Liability (Details Narrative)                 HTML     20K 
49: XML         IDEA XML File -- Filing Summary                      XML     87K 
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48: EXCEL       IDEA Workbook of Financial Reports                  XLSX     78K 
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                Linkbase Document -- admen-20220630_cal                          
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                Document -- admen-20220630_def                                   
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                Document -- admen-20220630_lab                                   
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                Linkbase Document -- admen-20220630_pre                          
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                admen-20220630                                                   
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51: ZIP         XBRL Zipped Folder -- 0001493152-22-022812-xbrl      Zip    132K 


‘10-Q’   —   Quarterly Report

Document Table of Contents

Page (sequential)   (alphabetic) Top
 
11st Page  –  Filing Submission
"Part I. Financial Information
"Consolidated Financial Statements (Unaudited)
"Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021 (unaudited)
"Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021 (unaudited)
"Consolidated Statements of Shareholders' Equity for the six months ended June 30, 2022 and 2021 (unaudited)
"Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021 (unaudited)
"Notes to the Consolidated Financial Statements (unaudited)
"Management's Discussion and Analysis of Financial Condition and Results of Operations
"Qualitative and Quantitative Disclosures About Market Risk
"Controls and Procedures
"Part Ii. Other Information
"Legal Proceedings
"Risk Factors
"Unregistered Sales of Equity Securities and Use of Proceeds
"Defaults Upon Senior Securities
"Mine Safety Disclosures
"Other Information
"Exhibits

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM  i 10-Q

 

 i  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended  i June 30,  i 2022 / 

 

 i  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

 

For the transition period from ______ to _______

 

Commission File Number  i 000-56047

 

 i ADM ENDEAVORS, INC.

(Exact name of registrant as specified in its charter)

 

 i Nevada    i 45-0459323
(State of incorporation)   (I.R.S. Employer Identification No.)

 

 i 5941 Posey Lane

 i Haltom City,  i Texas  i 76117

(Address of principal executive offices)

 

 i (817)  i 840-6271

(Registrant’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
N/A   N/A   N/A

 

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.  i Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically 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).  i Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth 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
 i Non-Accelerated Filer Smaller Reporting Company  i 
    Emerging Growth Company  i 

 

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 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  i No

 

As of August 15, 2022, there were  i 153,652,143 shares of the registrant’s $0.001 par value common stock issued, issuable, and outstanding.

 

 

 

 C: 
 

 

 

ADM ENDEAVORS, INC.

 

TABLE OF CONTENTS   Page
       
PART I. FINANCIAL INFORMATION   3
       
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)   4
       
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS   17
       
ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK   19
       
ITEM 4. CONTROLS AND PROCEDURES   20
       
PART II. OTHER INFORMATION   21
       
ITEM 1. LEGAL PROCEEDINGS   21
       
ITEM 1A. RISK FACTORS   21
       
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS   21
       
ITEM 3. DEFAULTS UPON SENIOR SECURITIES   21
       
ITEM 4. MINE SAFETY DISCLOSURES   21
       
ITEM 5. OTHER INFORMATION   21
       
ITEM 6. EXHIBITS   22

 

 C: 
 C: 2

 

 

PART I – FINANCIAL INFORMATION

 

TABLE OF CONTENTS

 

Index to Financial Statements   Page
     
Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021 (unaudited)   4
     
Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021 (unaudited)   5
     
Consolidated Statements of Shareholders’ Equity for the six months ended June 30, 2022 and 2021 (unaudited)   6
     
Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021 (unaudited)   7
     
Notes to the Consolidated Financial Statements (unaudited)   8

 

 C: 
3

 

 

ITEM 1. FINANCIAL STATEMENTS

 

ADM Endeavors, Inc. and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

 

   June 30,   December 31, 
   2022   2021 
         
ASSETS          
Current assets          
Cash  $ i 462,831   $ i 418,413 
Accounts receivable, net    i 449,630     i 711,178 
Other receivable, related party    i 47,487     i 38,516 
Inventory    i 300,851     i 139,111 
Prepaid expenses and other current assets    i 19,250     i 38,854 
Total current assets    i 1,280,049     i 1,346,072 
           
Property and equipment, net    i 1,605,422     i 1,376,356 
Goodwill    i 688,778     i 688,778 
           
Total assets  $ i 3,574,249   $ i 3,411,206 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
Current liabilities          
Accounts payable  $ i 258,569   $ i 20,872 
Accrued expenses    i 338,771     i 350,645 
Income tax payable    i 135,777     i 114,929 
Current portion of notes payable -secured    i 149,736     i 225,837 
Convertible notes payable, net of discounts    i 106,092     i 106,092 
Derivative liabilities    i 210,149     i 218,017 
           
Total current liabilities    i 1,199,094     i 1,036,392 
           
Noncurrent liabilities          
Notes payable - secured, net of current portion   -     i 85,956 
           
Total noncurrent liabilities   -     i 85,956 
           
Total liabilities    i 1,199,094     i 1,122,348 
           
Commitments and contingencies   -      
           
Stockholders’ equity          
Preferred stock, $ i  i 0.001 /  par value,  i  i 80,000,000 /  shares authorized,  i  i 2,000,000 /  shares outstanding as of June 30, 2022 and December 31, 2021    i 2,000     i 2,000 
Common stock, $ i  i 0.001 /  par value,  i  i 800,000,000 /  shares authorized,  i  i  i  i 153,652,143 /  /  /  shares issued and outstanding at June 30, 2022 and December 31, 2021    i 153,652     i 153,652 
Additional paid-in capital    i 1,317,747     i 1,317,747 
Retained earnings    i 901,756     i 815,459 
Total stockholders’ equity    i 2,375,155     i 2,288,858 
           
Total liabilities and stockholders’ equity  $ i 3,574,249   $ i 3,411,206 

 

See accompanying notes to unaudited consolidated financial statements.

 

 C: 
4

 

 

ADM Endeavors, Inc. and Subsidiaries

Consolidated Statements of Operations

For the Three And Six Months Ended June 30, 2022 and 2021

(Unaudited)

 

   2022   2021   2022   2021 
   For the three months ended   For the six months ended 
   June 30,   June 30, 
   2022   2021   2022   2021 
                 
Revenue                    
School uniform sales  $ i 94,629   $ i 74,949   $ i 199,772   $ i 166,179 
Promotional sales    i 1,079,350     i 1,233,188     i 2,156,284     i 2,289,410 
Total revenue    i 1,173,979     i 1,308,137     i 2,356,056     i 2,455,589 
                     
Operating expenses                    
Direct costs of revenue    i 733,614     i 884,630     i 1,482,996     i 1,539,548 
General and administrative    i 353,915     i 354,590     i 748,244     i 762,357 
Marketing and selling    i 14,667     i 58,403     i 32,981     i 122,963 
                     
Total operating expenses    i 1,102,196     i 1,297,623     i 2,264,221     i 2,424,868 
                     
Operating income    i 71,783     i 10,514     i 91,835     i 30,721 
                     
Other income (expense)                    
Gain (loss) on change in fair value of derivative liabilities    i 9,886    ( i 33,858)    i 7,868    ( i 19,455)
Other income    i 6,780    -     i 13,540    - 
Interest expense   ( i 2,655)   ( i 523)   ( i 6,098)   ( i 10,217)
                     
Total other income (expense)    i 14,011    ( i 34,381)    i 15,310    ( i 29,672)
                     
Income (loss) before tax provision    i 85,794    ( i 23,867)    i 107,145     i 1,049 
                     
Provision for income taxes    i 15,927     i 5,595     i 20,848     i 11,253 
                     
Net income (loss)  $ i 69,867   $( i 29,462)  $ i 86,297   $( i 10,204)
                     
Net income (loss) per share - basic  $ i 0.00   $( i 0.00)  $ i 0.00   $( i 0.00)
Net income (loss) per share - diluted  $ i 0.00   $( i 0.00)  $ i 0.00   $( i 0.00)
                     
Weighted average number of shares outstanding                    
basic    i 153,652,143     i 163,652,143     i 153,652,143     i 163,652,143 
diluted    i 180,818,100     i 163,652,143     i 180,818,100     i 163,652,143 

 

See accompanying notes to unaudited consolidated financial statements.

 

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ADM Endeavors, Inc. and Subsidiaries

Consolidated Statements of Shareholders’ Equity

For the Six Months Ended June 30, 2022 and 2021

(Unaudited)

 

   Shares   Amount   Shares   Amount   Capital   Earnings   Total 
                   Additional         
   Preferred Stock   Common Stock   Paid In   Retained     
   Shares   Amount   Shares   Amount   Capital   Earnings   Total 
                             
Balance at December 31, 2021    i 2,000,000   $ i 2,000     i 153,652,143   $ i 153,652   $ i 1,317,747   $ i 815,459   $ i 2,288,858 
Net income   -    -    -    -    -     i 16,430     i 16,430 
Balance at March 31, 2022    i 2,000,000     i 2,000     i 153,652,143     i 153,652     i 1,317,747     i 831,889     i 2,305,288 
Net income   -    -    -    -    -     i 69,867     i 69,867 
Balance at June 30, 2022    i 2,000,000   $ i 2,000     i 153,652,143   $ i 153,652   $ i 1,317,747   $ i 901,756   $ i 2,375,155 
                                    
Balance at December 31, 2020    i 2,000,000   $ i 2,000     i 163,652,143   $ i 163,652   $ i 1,307,747   $ i 78,111   $ i 1,551,510 
Net income   -    -    -    -    -     i 19,258     i 19,258 
Balance at March 31, 2021    i 2,000,000     i 2,000     i 163,652,143     i 163,652     i 1,307,747     i 97,369     i 1,570,768 
Net loss   -    -    -    -    -    ( i 29,462)   ( i 29,462)
Net Income (loss)   -    -    -    -    -    ( i 29,462)   ( i 29,462)
Balance at June 30, 2021    i 2,000,000   $ i 2,000     i 163,652,143   $ i 163,652   $ i 1,307,747   $ i 67,907   $ i 1,541,306 

 

See accompanying notes to unaudited consolidated financial statements.

 

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ADM Endeavors, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

For the Six Months Ended June 30, 2022 and 2021

(Unaudited)

 

   2022   2021 
Cash flows from operating activities:          
Net income (loss)  $ i 86,297   $( i 10,204)
Adjustments to reconcile net income (loss) to net cash provided by continuing operations:          
Depreciation and amortization    i 17,534     i 32,862 
Stock-based compensation   -     i 65,625 
Bad debt expense    i 1,340     i 481 
Change in derivative liability   ( i 7,868)    i 19,455 
Changes in operating assets and liabilities:          
Accounts receivable    i 260,208    ( i 135,867)
Accounts receivable, related party   -     i 110,050 
Other receivable, related party   ( i 8,971)   - 
Inventory   ( i 161,740)   ( i 20,755)
Prepaid expenses and other assets    i 19,604    ( i 46,265)
Accounts payable    i 237,697     i 131,486 
Accrued expenses   ( i 11,874)    i 128,488 
Income tax payable    i 20,848    - 
Net cash provided by operating activities    i 453,075     i 275,356 
           
Cash flows used in investing activities          
Purchase of property and equipment   ( i 246,600)   - 
Net cash used in investing activities   ( i 246,600)   - 
           
Cash flows used in financing activities:          
Repayments on notes payable   ( i 162,057)   ( i 69,860)
Net cash used in financing activities   ( i 162,057)   ( i 69,860)
           
Net change in cash    i 44,418     i 205,496 
           
Cash at beginning of period    i 418,413     i 277,364 
           
Cash at end of period  $ i 462,831   $ i 482,860 
Supplemental disclosure of cash flow information:          
           
Cash paid for interest  $ i 5,943   $ i 8,140 
           
Cash paid for taxes  $-   $- 

 

See accompanying notes to unaudited consolidated financial statements.

 

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ADM ENDEAVORS, INC. and Subsidiaries

Notes to the Consolidated Financial Statements

June 30, 2022

(unaudited)

 

 i 

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

 

On January 4, 2001, we were incorporated in North Dakota as ADM Enterprises, Inc. On May 9, 2006, the Company changed both its name to ADM Endeavors, Inc. (“ADM Endeavors,” or the “Company,” “we,” “us,” or “our”) and its domicile to the state of Nevada. On July 1, 2008, the Company acquired all of the assets of ADM Enterprises, LLC (“ADM Enterprises”), a sole proprietorship owned by Ardell and Tammera Mees, in exchange for  i 10,000,000 newly issued shares of our common stock. As a result, ADM Enterprises became a wholly owned subsidiary of the Company. ADM then provided installation services to grocery décor and design companies primarily in North Dakota.

 

On April 19, 2018, the Company acquired Just Right Products, Inc. (“JRP”), a Texas corporation. JRP was incorporated on January 17, 2010. The acquisition of  i 100% of JRP from its sole shareholder, Marc Johnson, was through a stock exchange whereby the Company issued  i 2,000,000 shares of restricted Series A preferred stock (the “Acquisition Shares”) to Mr. Johnson in consideration of the acquisition of 100% of JRP from Mr. Johnson.  i Each share of the Series A preferred stock is convertible into ten shares of common stock, and each share has  i 100 votes on a fully diluted basis / . The Acquisition Shares represented  i 61% of the voting shares of the Company, and thus there was a change of voting control in connection with the transaction, and the transaction was accounted for as a reverse acquisition.

 

JRP is focused on being an added value reseller with concentration in embroidery, screen printing, importing and uniforms for businesses, schools and individuals in the State of Texas.

 

 / 
 i 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

 i 

Basis of Presentation

 

The Company follows the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and has a year-end of December 31.

 

Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.

 

The unaudited consolidated financial statements of the Company for the three and six month periods ended June 30, 2022 and 2021 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2021 was derived from the audited financial statements included in the Company’s financial statements as of and for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2022. These financial statements should be read in conjunction with that report.

 

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 i 

Principles of Consolidation

 

The accompanying unaudited consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary, JRP, at June 30, 2022. All significant intercompany balances and transactions have been eliminated.

 

 i 

Use of Estimates

 

The preparation of the Consolidated Financial Statements in accordance with U.S. GAAP requires management to make use of certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reported periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Significant estimates are related to allowance for doubtful accounts, goodwill, derivative liability, stock-based compensation and deferred tax valuations.

 

 i 

Stock-Based Compensation

 

Stock-based compensation expense is recorded in accordance with FASB ASC Topic 718, Compensation – Stock Compensation, for stock and stock options awarded in return for services rendered. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. The Company estimates forfeitures that it expects will occur and records expense based upon the number of awards expected to vest.

 

 i 

Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of nine months or less when purchased to be cash equivalents. At June 30, 2022 and December 31, 2021, the Company had  i  i no /  cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $ i 250,000. The amount in excess of the FDIC insurance at June 30, 2022 was $ i 217,655. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.

 

 / 
 i 

Allowance for Doubtful Accounts

 

The Company establishes an allowance for doubtful accounts to ensure trade and notes receivable are not overstated due to non-collectability. The Company’s allowance is based on a variety of factors, including age of the receivable, significant one-time events, historical experience, and other risk considerations. The Company had  i  i no /  allowance at June 30, 2022 and December 31, 2021. The Company had bad debt expense of $ i 1,340 and $ i 481 for the six months ended June 30, 2022 and 2021, respectively.

 

 / 
 i 

Inventory

 

Inventory is valued at the lower of cost or net realizable value. Cost is determined using a weighted-average cost method. The Company decreases the value of inventory for estimated obsolescence equal to the difference between the cost of inventory and the estimated market value, based upon an aging analysis of the inventory on hand, specifically known inventory-related risks, and assumptions about future demand and market conditions. The Company has inventory of $ i 300,851 and $ i 139,111 as of June 30, 2022 and December 31, 2021, respectively.

 

Three vendors accounted for approximately  i 68% of inventory purchases during the six months ended June 30, 2022. Four vendors accounted for approximately  i 98% of inventory purchases during the six months ended June 30, 2021.

 

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 / 
 i 

Derivative Instruments

 

Derivatives are measured at their fair value on the balance sheet. In determining the appropriate fair value, the Company uses the Black-Scholes-Merton option pricing model. Changes in fair value are recorded in the consolidated statements of operations.

 

 i 

Fair Value of Financial Instruments

 

The Company measures its financial assets and liabilities in accordance with U.S. GAAP. For certain of our financial instruments, including cash, accounts payable, accrued expenses, and short-term loans the carrying amounts approximate fair value due to their short maturities.

 

We follow accounting guidance for financial and non-financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

 

  Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
     
  Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
     
  Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

 

The Company adopted the provisions of FASB ASC 820 (the Fair Value Topic) which defines fair value, establishes a framework for measuring fair value under U.S. GAAP, and expands disclosures about fair value measurements.

 

The Company had  i  i no /  assets or liabilities other than derivative liabilities measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021.

 

 / 
 i 

Fixed Assets

 

Fixed assets are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method over the assets estimated useful life. Upon the sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in consolidated statements of operations.

 i 

SCHEDULE OF ESTIMATED USEFUL LIVE 

Classification   Estimated Useful Lives
Equipment    i 5 to  i 7 years
Leasehold improvements    i Shorter of useful life or lease term
Furniture and fixtures    i 4 to  i 7 years
Websites    i 3 years
 / 

 

 / 
 i 

Goodwill

 

Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible assets of businesses acquired. Goodwill is not amortized, but instead assessed for impairment. We perform our annual impairment review of goodwill in our fiscal fourth quarter or when a triggering event occurs between annual impairment tests. No impairment was recorded in fiscal 2022 or 2021 as a result of our qualitative assessments over our single reporting segment.

 

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The Company performs a qualitative assessment for each of its reporting units to determine if the two-step process for impairment testing is required. If the Company determines that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would then evaluate the recoverability of goodwill using a two-step impairment test approach at the reporting unit level. In the first step, the fair value for the reporting unit is compared to its book value including goodwill. In the case that the fair value of the reporting unit is less than book value, a second step is performed which compares the implied fair value of the reporting unit’s goodwill to the book value of the goodwill. The fair value for the goodwill is determined based on the difference between the fair values of the reporting unit and the net fair values of the identifiable assets and liabilities of such reporting unit. If the implied fair value of the goodwill is less than the book value, the difference is recognized as impairment.

 

 i 

Impairment of Long-lived Assets

 

The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, such as intellectual property, are required to be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.

 

The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives.

 

The Company determined that there were  i  i no /  impairments of long-lived assets at June 30, 2022 and December 31, 2021.

 

 / 
 i 

Revenue Recognition

 

We recognize revenue for merchandise sales, net of expected returns and sales tax, at the time of in-store purchase or delivery of the product to our customer. When merchandise is shipped to our guests, we estimate receipt based on historical experience. Revenue is deferred and a liability is established for sales returns based on historical return rates and sales for the return period. We recognize an asset and corresponding adjustment to cost of sales for our right to recover returned merchandise. At each financial reporting date, we assess our estimates of expected returns, refund liabilities and return assets. For merchandise sold in our stores and online, tender is accepted at the point of sale. When we receive payment before the guest has taken possession of the merchandise, the amount received is recorded as deferred revenue until the transaction is complete. Our performance obligations for unfulfilled merchandise orders are typically satisfied within one week. Shipping and handling fees charged to guests relate to fulfilment activities and are included in net sales with the corresponding costs recorded in cost of sales.

 

 i 

Cost of Sales

 

Cost of sales includes the actual cost of merchandise sold and services performed; the cost of transportation of merchandise from vendors to our distribution network, stores, or customers; shipping and handling costs from our stores or distribution network to customers; and the operating cost and depreciation of our sourcing and distribution network and online fulfilment centers.

 

 i 

Net Income (Loss) per Share

 

The Company computes basic and diluted income per share amounts pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders, by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted income (loss) per share is computed by dividing net income (loss) available to common shareholders by the diluted weighted average number of shares of common stock during the period. The diluted weighted average number of common shares outstanding is the basic weighted number of shares adjusted as of the first day of the year for any potentially diluted debt or equity.

 

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The dilutive effect of outstanding convertible securities and preferred stock is reflected in diluted earnings per share by application of the if-converted method.

 

 i 

The following is a reconciliation of basic and diluted earnings (loss) per common share for the six months ended June 30, 2022 and 2021:

SCHEDULE OF EARNINGS PER SHARE BASIC AND DILUTED  

         
   For the Six Months Ended 
Basic earnings (loss) per common share  June 30, 
Numerator:  2022   2021 
Net income (loss) available to common shareholders  $ i 86,297   $( i 10,204)
Denominator:          
Weighted average common shares outstanding    i 153,652,143     i 163,652,143 
           
Basic earnings (loss) per common share  $ i 0.00   $( i 0.00)
           
Diluted earnings (loss) per common share          
Numerator:          
Net income (loss) available to common shareholders  $ i 86,297   $( i 10,204)
Add convertible debt interest   -    - 
Net income (loss) available to common shareholders  $ i 86,297   $( i 10,204)
Denominator:          
Weighted average common shares outstanding    i 153,652,143     i 163,652,143 
Preferred shares    i 20,000,000    - 
Convertible debt    i 7,165,957    - 
Adjusted weighted average common shares outstanding    i 180,818,100     i 163,652,143 
           
Diluted earnings (loss) per common share  $ i 0.00   $( i 0.00)
 / 

 

 / 
 i 

Income Taxes

 

The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases.

 

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income (loss) in the years in which those temporary differences are expected to be recovered or settled.

 

The effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

 

Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of June 30, 2022 and December 31, 2021. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as interest expense. The Company does  i  i no / t have any accrued interest or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during the periods ended June 30, 2022 and 2021.

 

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 / 
 i 

Segment Information

 

In accordance with the provisions of ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information,” the Company is required to report financial and descriptive information about its reportable operating segments. The Company has  i  i one /  operating segment as of June 30, 2022 and December 31, 2021.

 

 / 
 i 

Effect of Recent Accounting Pronouncements

 

Recently Issued Accounting Standards Not Yet Adopted

 

The Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes that no other pronouncements will have a significant effect on its financial statements.

 

 / 
 i 

NOTE 3 – COMMITMENTS AND CONTINGENCIES

 

Legal Matters

 

From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of August 15, 2022, there were no pending or threatened lawsuits.

 

Franchise Agreement

 

The Company has a franchise agreement effective February 19, 2014 expiring in February 2024, with a right to renew for an additional  i five years to operate stores and websites in the Company’s exclusive territory.  i The Company is obligated to pay 5% of gross revenue for use of systems and manuals.

 

During the six months ended June 30, 2022 and 2021 the Company paid $ i 10,275  and $ i 8,488, respectively, for the franchise agreement.

 

Building Commitment

 

On March 9, 2022, the Company signed a $ i 985,000 purchase order for a steel building which will be their new corporate headquarters. On the same day, the Company paid a $ i 195,000 deposit to begin construction.

 

 / 
 i 

NOTE 4 – FIXED ASSETS

 

 i 

Fixed assets and finance lease right of use assets, stated at cost, less accumulated depreciation at June 30, 2022 and December 31, 2021 consisted of the following:

SCHEDULE OF FIXED ASSETS AND FINANCE LEASE RIGHT OF USE ASSETS  

   June 30, 2022   December 31, 2021 
Land  $ i 970,455   $ i 970,455 
Equipment    i 368,868     i 368,868 
Autos and trucks    i 72,898     i 72,898 
Construction in process    i 305,298     i 58,698 
Land and building – rental property    i 256,388     i 256,388 
Less: accumulated depreciation   ( i 368,485)   ( i 350,951)
Property and equipment, net  $ i 1,605,422   $ i 1,376,356 
 / 

 

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Depreciation expense for the six months ended June 30, 2022 and 2021 was $ i 17,534 and $ i 32,862, respectively.

 

 / 
 i 

NOTE 5 – CONVERTIBLE NOTE PAYABLE AND NOTES PAYABLE

 

Convertible Notes Payable

 

On April 1, 2018, the Company assumed a convertible promissory note in connection with the reverse acquisition. The Company received total funding of $ i 106,092 as of December 31, 2018. The note had fees of $ i 53,046 which were recorded as a discount to the convertible promissory note and are being amortized over the life of the loan using the effective interest method. The maturity of the note is  i March 5, 2022. During the six months ended June 30, 2022, the note was extended to  i March 5, 2023.

 

The note is convertible into common stock at a price of  i 35% of the lowest three trading prices during the  i ten days prior to conversion. As of June 30, 2022, the convertible debt would convert to  i 7,165,957 common shares.

 

The note balance was $ i  i 106,092 /  as of June 30, 2022 and December 31, 2021.

 

Derivative liabilities

 

The conversion features embedded in the convertible notes were evaluated to determine if such conversion feature should be bifurcated from its host instrument and accounted for as a freestanding derivative. In the convertible notes with variable conversion terms, the conversion feature was accounted for as a derivative liability. The derivatives associated with the term convertible notes were recognized as a discount to the debt instrument and the discount is amortized over the expected life of the notes with any excess of the derivative value over the note payable value recognized as additional interest expense at the issuance date.

 

 i 

The following table presents information about the Company’s liabilities measured at fair value on a recurring basis and the Company’s estimated level within the fair value hierarchy of those assets and liabilities as of June 30, 2022 and December 31, 2021:

SCHEDULE OF FAIR VALUE LIABILITIES MEASURED ON RECURRING BASIS  

               Fair value at 
   Level 1   Level 2   Level 3   June 30, 2022 
Liabilities:                                                  
Derivative liabilities  $-   $-   $ i 210,149   $ i 210,149 

 

               Fair value at 
   Level 1   Level 2   Level 3   December 31, 2021 
Liabilities:                                                  
Derivative liabilities  $-   $-   $ i 218,017   $ i 218,017 
 / 

 

As of June 30, 2022 and December 31, 2021, the derivative liability was calculated using the Black-Scholes method over the expected terms of the convertible debt and the following assumptions: volatility of  i  i 100 / %, exercise price of $ i 0.0148 and $ i 0.02390, risk-free rate of  i 2.08% and  i 0.19% and, respectively. Included in derivative income (loss) in the accompanying consolidated statements of operations is income (expense) arising from the change in fair value of the derivatives gain of $ i 7,868 and derivative loss of $ i 19,455 during the six months ended June 30, 2022 and 2021, respectively.

 i 

SCHEDULE OF DERIVATIVE LIABILITIES AT FAIR VALUE 

Fair value at December 31, 2021  $ i 218,017 
Gain on change in fair value of derivative liabilities   ( i 7,868)
Fair value at June 30, 2022  $ i 210,149 
 / 

 

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Notes Payable

 

On October 16, 2020, the Company entered into a secured promissory note in the amount of $ i 372,000. The note is secured by the deed of trust on the property and bears interest at  i 5% and is due on  i October 16, 2021. In October 2021, the note was extended to  i April 16, 2022. In May 2022, the Company extended the maturity date of the note to October 16, 2022. As of June 30, 2022 and December 31, 2021, the secured loan balance was $ i 139,246 and $ i 212,706, respectively.

 

On August 3, 2021, the Company entered into a secured promissory note in the amount of $ i 172,000. The note is secured by the deed of trust on the property and bears interest at  i 4.5% and is due on  i August 3, 2026. The monthly payments under the agreement are due in fifty nine installments of $ i 1,094, with the remaining balance due at maturity. As of June 30, 2022 and December 31, 2021, the secured loan balance was $ i 10,490 and $ i 99,087, respectively.

 

As of June 30, 2022, the secured notes payable balance was $ i 149,736, consisting of long term notes payable of $ i 0 and current portion of notes payable of $ i 149,736. As of December 31, 2021, the secured notes payable balance was $ i 311,793, consisting of long term notes payable of $ i 85,956 and current portion of notes payable of $ i 225,837.

 

 i 

Future maturities of debt as of June 30, 2022 are as follows:

SCHEDULE OF MATURITIES OF DEBT  

      
2022  $ i 149,736 
2023   - 
2024   - 
2025   - 
2026   - 
Total  $ i 149,736 
 / 

 

 / 
 i 

NOTE 6 – ACCRUED EXPENSES

 

The Company had total accrued expenses of $ i 338,771 and $ i 350,645 as of June 30, 2022 and December 31, 2021, respectively. See breakdown below of accrued expenses:

 i 

SCHEDULE OF ACCRUED EXPENSES 

   June 30, 2022   December 31, 2021 
Credit cards payable  $ i 195,398   $ i 197,234 
Accrued interest    i 53,046     i 53,046 
Other accrued expenses    i 90,327     i 100,365 
Total accrued expenses  $ i 338,771   $ i 350,645 
 / 

 

 / 
 i 

NOTE 7 – RELATED PARTY TRANSACTIONS

 

The majority shareholder, director and officer, is the owner of M & M Real Estate, Inc. (“M & M”). M & M leases the Haltom City, Texas facility to the Company. The monthly lease payment, under a month-to-month lease, is currently $ i 6,500. The Company incurred lease expense, including equipment rental expense of $ i 44,360 and $ i 43,500 to M & M for the six months ended June 30, 2022 and 2021, respectively.

 

 / 
 i 

NOTE 8 – STOCKHOLDERS’ EQUITY

 

Our Articles of Incorporation authorize the issuance of  i 800,000,000 shares of common stock and  i 80,000,000 shares of preferred stock, $ i 0.001 par value per share. There were  i  i 153,652,143 /  outstanding shares of common stock at June 30, 2022 and December 31, 2021. There were  i  i 2,000,000 /  outstanding shares of preferred stock as of June 30, 2022 and December 31, 2021, respectively.  i Each share of preferred stock has 100 votes per share and is convertible into 10 shares of common stock. The preferred stock pays dividends equal with common stock and has preferential liquidation rights to common stockholders.

 

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 / 
 i 

NOTE 9 – CONCENTRATION OF CUSTOMERS

 

Concentration of Revenue

 

For the six months ended June 30, 2022, one customer made up  i 37% of revenues, and for the six months ended June 30, 2021, one customer made up  i 32% of revenues, respectively.

 

Concentration of accounts receivable

 

Two customers accounted for  i 59% of accounts receivable as of June 30, 2022. Two customers accounted for  i 64% of accounts receivable as of December 31, 2021.

 

 / 
 i 

NOTE 10 – LEASE LIABILITY

 

Operating Leases

 

The Company leases office space. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Leases with initial terms in excess of 12 months are recorded as operating or financing leases in our consolidated balance sheet. Lease expense is recognized on a straight-line basis over the term of the lease. For leases beginning in 2018 and later, the Company accounts for lease components separately from the non-lease components. Most leases include one or more options to renew. The exercise of the lease renewal options is at the sole discretion of the Company. The depreciable life of the assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.

 

The Company leases approximately  i 18,000 square feet of space in Haltom City, Texas, pursuant to a month-to-month lease. This facility serves as our corporate headquarters, manufacturing facility and showroom. The lease is with M & M Real Estate, Inc. (“M & M”), a company owned solely by our majority shareholder and director of the Company.

 

The Company has approximately  i 6,000 square feet of space in Arlington, Texas, which serves as an academic showroom, pursuant to a lease that expired on  i June 1, 2020. The Company is leasing this space on a month-to-month basis beginning June 1, 2020.

 / 

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

 

SPECIAL NOTE CONCERNING FORWARD-LOOKING STATEMENTS

 

We believe that it is important to communicate our future expectations to our security holders and to the public. This report, therefore, contains statements about future events and expectations which are “forward-looking statements” within the meaning of Sections 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934, including the statements about our plans, objectives, expectations and prospects under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” You can expect to identify these statements by forward-looking words such as “may,” “might,” “could,” “would,” “will,” “anticipate,” “believe,” “plan,” “estimate,” “project,” “expect,” “intend,” “seek” and other similar expressions. Any statement contained in this report that is not a statement of historical fact may be deemed to be a forward-looking statement. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved.

 

Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the “Risk Factors” section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in our subsequent filings with the Securities and Exchange Commission. The following discussion of our results of operations should be read together with our financial statements and related notes included elsewhere in this report.

 

Company Overview

 

On January 4, 2001, we were incorporated in North Dakota as ADM Enterprises, Inc. On May 9, 2006, the Company changed both its name to ADM Endeavors, Inc. (“ADM Endeavors,” or the “Company,” “we,” “us,” or “our”) and its domicile to the state of Nevada. On July 1, 2008, the Company acquired all of the assets of ADM Enterprises, LLC (“ADM Enterprises”), a sole proprietorship owned by Ardell and Tammera Mees, in exchange for 10,000,000 newly issued shares of our common stock. As a result, ADM Enterprises became a wholly owned subsidiary of the Company. ADM then provided installation services to grocery décor and design companies primarily in North Dakota.

 

On April 19, 2018, the Company acquired Just Right Products, Inc. (“JRP”), a Texas corporation. JRP was incorporated on January 17, 2010. The acquisition of 100% of JRP from its sole shareholder, Marc Johnson, was through a stock exchange whereby the Company issued 2,000,000 shares of restricted Series A preferred stock (the “Acquisition Shares”) to Mr. Johnson in consideration of the acquisition of 100% of JRP from Mr. Johnson. Each share of the Series A preferred stock is convertible into ten shares of common stock, and each share has 100 votes on a fully diluted basis. The Acquisition Shares represented 61% of the voting shares of the Company, and thus there was a change of voting control in connection with the transaction, and the transaction was accounted for as a reverse acquisition.

 

JRP is focused on being an added value reseller with concentration in embroidery, screen printing, importing and uniforms for businesses, schools and individuals in the State of Texas.

 

On January 1, 2020, the Company determined that it would discontinue its business operations in North Dakota, specifically, ADM Enterprises (the “Disposed Company”). The Company divested itself of the Disposed Company, and since that time, the Company has been focusing exclusively on the business of its operational subsidiary, JRP.

 

U.S. and global markets are experiencing volatility and disruption following the escalation of geopolitical tensions and the start of the military conflict between Russia and Ukraine. On February 24, 2022, a full-scale military invasion of Ukraine by Russian troops was reported. Although the length and impact of the ongoing military conflict is highly unpredictable, the conflict in Ukraine could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions. We are continuing to monitor the situation in Ukraine and globally and assessing its potential impact on our business.

 

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Additionally, Russia’s prior annexation of Crimea, recent recognition of two separatist republics in the Donetsk and Luhansk regions of Ukraine and subsequent military interventions in Ukraine have led to sanctions and other penalties being levied by the United States, European Union and other countries against Russia, Belarus, the Crimea Region of Ukraine, the so-called Donetsk People’s Republic, and the so-called Luhansk People’s Republic, including agreement to remove certain Russian financial institutions from the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) payment system, expansive ban on imports and exports of products to and from Russia and ban on exportation of U.S denominated banknotes to Russia or persons located there. Additional potential sanctions and penalties have also been proposed and/or threatened. Russian military actions and the resulting sanctions could adversely affect the global economy and financial markets and lead to instability and lack of liquidity in capital markets, potentially making it more difficult for us to obtain funding. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict, but could be substantial. Any such disruptions may also magnify the impact of other risks described in this filing.

 

For the Three Months Ended June 30, 2022 and 2021

 

Revenues

 

Our revenue was $1,173,979 for the three months ended June 30, 2022, compared to $1,308,137 for the three months ended June 30, 2021, resulting in a decrease of $134,158, or 10.3%. The decrease in revenue is primarily due to a reduction in spending on government contracts due to inflation.

 

Operating Expenses

 

Direct costs of revenues were $733,614 and $884,630 for the three months ended June 30, 2022 and 2021, respectively, resulting in a decrease of $151,016, or 17.1%. This decrease was a direct result of managing employee hours and negotiating lower imported goods prices. The gross margin increased from 32.4% as of June 30, 2021 to 37.5% as of June 30, 2022. The increase in margin is primarily due to a reduction in direct labor hours due to labor shortage.

 

General and administrative expenses were $353,915 for the three months ended June 30, 2022, compared to $354,590 for the same period in 2021.

 

Marketing and selling expenses were $14,667 for the three months ended June 30, 2022, compared to $58,403 for the same period in 2021. The decrease in 2022 in marketing and selling expenses of approximately 74.9% was primarily due to utilizing new lower-cost marketing techniques.

 

As a result, net income was $69,867 for the three months ended June 30, 2022, compared to net loss of $29,462 for the three months ended June 30, 2021.

 

For the Six Months Ended June 30, 2022 and 2021

 

Revenues

 

Our revenue was $2,356,056 for the six months ended June 30, 2022, compared to $2,455,589 for the six months ended June 30, 2021, resulting in a decrease of $99,533, or 4.1%. The decrease in revenue is primarily due to a reduction in spending on government contracts due to inflation.

 

Operating Expenses

 

Direct costs of revenues were $1,482,996 and $1,539,548 for the six months ended June 30, 2022 and 2021, respectively, resulting in a decrease of $56,552, or 3.7%. This decrease was a direct result of managing employee hours and negotiating imported goods. The gross margin decreased from 37.3% as of June 30, 2021 to 37.1% as of June 30, 2022.

 

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General and administrative expenses were $748,244 for the six months ended June 30, 2022 compared to $762,357 for the same period in 2021.

 

Marketing and selling expenses were $32,981 for the six months ended June 30, 2022 compared to $122,963 for the same period in 2021. The decrease in 2022 in marketing and selling expenses was approximately 73.2% primarily due to new marketing technique.

 

As a result, net income was $86,297 for the six months ended June 30, 2022, compared to net loss of $10,204 for the six months ended June 30, 2021.

 

Liquidity and Capital Resources

 

Liquidity and Capital Resources during the six months ended June 30, 2022 compared to the six months ended June 30, 2021

 

We had cash provided by operations of $453,075 for the six months ended June 30, 2022, compared to cash provided by operations of $275,356 for the six months ended June 30, 2021. The increase in positive cash flow from operating activities for the six months ended June 30, 2022, was primarily attributable to a decrease in accounts receivable. Cash used in operations for the six months ended June 30, 2021, is primarily attributable to accounts receivables, related party.

 

We had cash used in investing activities of $246,600 for the six months ended June 30, 2022, and $0 for the six months ended June 30, 2021. The change in cash flow from investing activities for the six months ended June 30, 2022, was attributable to a purchase of property and equipment in 2022.

 

We had cash used in financing activities of $162,057 for the six months ended June 30, 2022, compared to cash provided by financing activities of $69,860 for the same period in 2021. Cash used in financing activities consisted primarily of repayment on notes payable.

 

We will likely have to raise funds to pay for growth and acquisitions. We may have to borrow money from shareholders or issue debt or equity or enter into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We currently have no arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources.

 

Critical Accounting Policies

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make a number of 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. Such estimates and assumptions affect the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experiences and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions and conditions. We continue to monitor significant estimates made during the preparation of our financial statements. On an ongoing basis, we evaluate estimates and assumptions based upon historical experience and various other factors and circumstances. We believe our estimates and assumptions are reasonable in the circumstances; however, actual results may differ from these estimates under different future conditions.

 

See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 1, “Summary of Significant Accounting Policies” in our audited financial statements for the year ended December 31, 2021, included in our Annual Report on Form 10-K as filed on March 15, 2022, for a discussion of our critical accounting policies and estimates.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.

 

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ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a company’s controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange 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 Securities Exchange Act of 1934 is accumulated and communicated to the issuer’s management, including its chief executive and chief financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC’s rules and forms and that information required to be disclosed is accumulated and communicated to the chief executive and interim chief financial officer to allow timely decisions regarding disclosure.

 

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are not effective as of such date. The Chief Executive Officer and Chief Financial Officer determined that the Company continues to have the following deficiencies which represent a material weakness:

 

1. Lack of independent directors, the Company intends to appoint additional independent directors;
   
2. Lack of in-house personnel with the technical knowledge to identify and address some of the reporting issues surrounding certain complex or non-routine transactions. With material, complex and non-routine transactions, management has and will continue to seek guidance from third-party experts and/or consultants to gain a thorough understanding of these transactions;
   
3. Insufficient personnel resources within the accounting function to segregate the duties over financial transaction processing and reporting;
   
4. Insufficient written policies and procedures over accounting transaction processing and period end financial disclosure and reporting processes.

 

To remediate our internal control weaknesses, management intends to implement the following measures:

 

The Company will add sufficient number of independent directors to the board and appoint additional member(s) to the Audit Committee.
   
The Company will add sufficient accounting personnel to properly segregate duties and to effect a timely, accurate preparation of the financial statements.
   
The Company will hire staff technically proficient at applying U.S. GAAP to financial transactions and reporting.
   
Upon the hiring of additional accounting personnel, the Company will develop and maintain adequate written accounting policies and procedures.

 

The additional hiring is contingent upon the Company’s efforts to obtain additional funding through equity or debt and the results of its operations. Management expects to secure funds in the coming fiscal year but provides no assurances that it will be able to do so.

 

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Changes in Internal Control Over Financial Reporting

 

There are no changes in our internal controls over financial reporting other than as described elsewhere herein.

 

Limitations on the Effectiveness of Controls

 

The Company’s management, including the CEO and CFO, does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of the control system must reflect that there are resource constraints and that the benefits must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

 

PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

There are no pending legal proceedings in which we are a party or in which any of our directors, officers or affiliates, any owner of record or beneficiary of more than 5% of any class of our voting securities is a party adverse to us or has a material interest adverse to us. Our property is not the subject of any pending legal proceedings.

 

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.

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

Not Applicable.

 

ITEM 5. OTHER INFORMATION.

 

None.

 

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ITEM 6. EXHIBITS 

 

Exhibit Number   Description
     
3.1   Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1, filed on October 8, 2013)
3.2   Bylaws (incorporated by reference to our Registration Statement on Form S-1, filed on October 8, 2013)
10.1   Texas Commercial Lease between M&M Real Estate Inc. and Just Right Products Inc., dated January 1, 2018 (incorporated by reference to our Annual Report on Form 10-K, filed on March 15, 2022)
31.1   Certification of Principal Executive Officer and Principal Accounting Officer of ADM Endeavors, Inc. required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1   Certification of Principal Executive Officer and Principal Accounting Officer of ADM Endeavors, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 Of 18 U.S.C. 63
     
101.INS (2)   Inline XBRL Taxonomy Extension Instance Document
101.SCH (2)   Inline XBRL Taxonomy Extension Schema Document
101.CAL (2)   Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF (2)   Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB (2)   Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE (2)   Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 (2)   Cover Page Interactive Data file

 

(1) Filed herewith.

(2) XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 

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SIGNATURES

 

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  ADM ENDEAVORS, INC.
     
Dated: August 15, 2022   /s/ Marc Johnson
  By: Marc Johnson
  Its: Chief Executive Officer and Interim Chief Financial Officer

 

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 C: 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
8/3/26
3/5/23
12/31/22
10/16/22
Filed on:8/15/22
For Period end:6/30/22
4/16/22
3/31/2210-Q
3/15/2210-K
3/9/22
3/5/22
2/24/22
12/31/2110-K
10/16/21
8/3/21
6/30/2110-Q
3/31/2110-Q
12/31/2010-K
10/16/20
6/1/20
1/1/20
12/31/1810-K,  NT 10-K
4/19/183,  8-K,  8-K/A
4/1/18
2/19/14
1/17/10
7/1/08
5/9/06
1/4/01
 List all Filings 


2 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/22  Adm Endeavors, Inc.               10-K       12/31/21   64:11M                                    M2 Compliance LLC/FA
10/08/13  Adm Endeavors, Inc.               S-1                    7:6.6M                                   Bollman Trisha M/FA
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