Readers are urged to carefully review and consider the various disclosures made by us in this report and in our other reports filed with the Securities and Exchange Commission. Important factors currently known to management could cause actual results to differ materially from those in forward-looking statements. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in the future operating results over time. We believe that our assumptions are based upon reasonable data derived from and known about our business and operations. No assurances are made that actual results of operations or the results of our future activities will not differ materially from our assumptions. Factors that could cause differences include, but are not limited to, expected market demand for our products, fluctuations in pricing for our products, and competition. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. When used in the throughout, the words "may", "will", "anticipate", "believe", "estimate", "expect", "future", "intend", "plan", or the negative of these terms and similar expressions as they relate to the Company or the Company's management are intended to identify forward-looking statements. Such statements reflect the current view of the Company with respect to future events and we caution you that these statements are not guarantees of future performance or events and are subject to risks, assumptions, and other factors.

The following discussion provides information that management believes is relevant to an assessment and understanding of our past financial condition and plan of operations. The discussion below should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this annual report.





About Beyond Commerce

Beyond Commerce, Inc. was formed as a Nevada corporation on January 12, 2006.We are focused on business combinations of "big data" companies in global B2B internet marketing analytics, technologies and services. The Company's objective is to develop and deploy disruptive strategic software technology that will build on organic growth potential and to exploit cross-selling opportunities. We plan to offer a cohesive global digital product and services platform to provide clients with a single point of contact for their big data, marketing and related sales initiatives. We believe our business model will ensure that information will remain secure and private, as necessitated by the current market climate.

In addition, we provide solutions which facilitate the exchange of information and data transactions between supply chain participants, such as manufacturers, retailers, distributors and financial institutions, with the ultimate goal of automating potential client internal processes thereby increasing productivity and lowering costs. We plan to develop proprietary algorithms which it will embed in the planned software to enable clients to access data and gain insight into their business, through that data, leading to improved internal decision making.

The Company currently owns and operates a data company and is actively seeking acquisition opportunities in high growth sectors such as psychedelics, cryptocurrency, ESports and Logistics among others. The Company's strategy is to identify companies in the early stages of development or growth, acquire them and provide these companies capital in order to accelerate their development and growth with the intention to ultimately sell these companies.






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RESULTS OF OPERATIONS

Through our Service 800 Inc. subsidiary, many of our clients, such as GE Healthcare, Audiology System, Inc., 3M Healthcare, Johnson & Johnson Vision Care, Albany Molecular Research Inc., Sakura Finetek, Abbott Diagnostics, Biosense Webster, a Johnson & Johnson Company and Medtronic to name a few took the time during the pandemic to begin strategic planning with Service 800 to grow their business with the Company through renewals, expansion, and developing better ways to grow our programs with each and every one of them for the future. This select market segment continues to be a major source of revenue for the Company as we expand our services within this business segment. Renewals have been strong during the last nine months, and we anticipate revenue getting back in line with exceeding our expectations as we progress further into the year. All renewals that have taken place are on a minimum of a one to two-year term with an auto renewal taking place when the contract expires. The pandemic helped our customers recognize the value that Service 800 brings to its clients in the form of providing valuable information to not only help their growth within their own companies, but also help them be better providers to their customers as well. We continue to look forward to growth into each division of these companies and expansion to exceed expectations that have been set. We value these customers and seek to achieve positive growth we have set for the remainder of the year and moving onwards for future years to come.

For the Three Months Ended March 31, 2022 and March 31, 2021





Revenue

Revenue generated for the three months ended March 31, 2022 was $1,009,408 compared to $1,113,519 from the comparable three-month period in 2021.





Operating Expenses

For three months ended March 31, 2022, operating expenses were $1,560,953 and for the three months ended March 31, 2021, operating expenses were $1,617,759. This decrease is primarily due to a reduction in costs of revenue offset in part by an increase in payroll expense of $51,819, which is attributable to stock based compensation from common stock issued pursuant to employment agreement.

Non-Operating Income (Expense)

The Company reported non-operating income expense of $99,844 for the three months ended March 31, 2022, as compared to $5,790,805 for the three months ended March 31, 2021, attributable principally to the reduction in derivative liability related expenses of $5,662,995 and a reduction in interest expense of $27,996.





Net Income (loss)

Loss from operations for the three months ended March 31, 2022 and 2021 was $551,545 and 504,240, respectively. For three months ended March 31, 2022, the Company incurred a net loss of $646,802 as compared to a net loss of $6,290,109 for the three months ended March 31, 2021. The decrease of net loss between the two periods is primarily due to the recognition of derivative related expenses for the three months ended March 31, 2021.

Purchase of Significant Equipment

We do not anticipate the purchase or sale of any plant or significant equipment during the next twelve (12) months.





Going Concern

There is substantial doubt about our ability to continue as a going concern.

As of March 31, 2022, we had an accumulated deficit of $68,455,400 and a working capital deficit of $4,144,320. These conditions raise substantial doubt about our ability to continue as a going concern. We intend to continue relying upon the issuance of debt and equity securities to finance our operations. In this regard, we are restricted by the number of shares available for issuance in an equity financing, and we will likely need to increase our authorized capital in order to take advantage of such financing. However, there can be no assurance that we will be successful in obtaining shareholder approval to increase our authorized capital, that we will be successful in raising the funds necessary to maintain operations, or that a self-supporting level of operations will ever be achieved. The likely outcome of these future events is indeterminable. Our financial statements do not include any adjustment to reflect the possible future effect on the recoverability and classification of the assets or the amounts and classification of liabilities that may result should we cease to continue as a going concern.






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Liquidity and Capital Resources

Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan. Since inception, we have been funded by related parties through capital investment and borrowing of funds.

We had total current assets of $1,330,116 and $1,607,347 as of March 31, 2022 and December 31, 2021, respectively. Current assets would consist primarily of cash and accounts receivable. The Company had a $65,455,400 accumulated deficit on its balance sheet as of March 31, 2022.

We had total current liabilities of $5,474,436 and $5,414,772 as of March 31, 2022 and December 31, 2021, respectively. Current liabilities consisted primarily of the derivative liability, accounts payable, accrued payroll and payroll taxes, related party debt, conventional and convertible debt, lease liability, accrued loss contingency, and accrued interest. In the current three months there were approximate increases in accrued interest of $130,000, in accounts payable of $69,000 and in accrued payroll liabilities of $57,000. Short-term borrowings - related party decreased by $150,000 due to the partial conversion on the note for stock, and the value of derivative liabilities decreased by $48,000.

We had a working capital deficit of $4,144,320 and $3,807,425 as of March 31, 2022 and December 31, 2021, respectively, which decrease is mainly due to the use of cash or a decrease in cash on hand during the three months ended March 31, 2022.

Cash Flow from Operating Activities

For the three months ended March 31, 2022 and 2021, cash used in operating activities was $358,912 and $442,360 respectively.

Cash Flow from Investing Activities

No cash was used in investing activities for the three months ended March 31, 2022 and 2021.

Cash Flow from Financing Activities

For the three months ended March 31, 2022 and 2021, cash provided by financing activities was $0 and $1,775,000, respectively, which represents $625,000 in cash from the PPP loan received by the Company, $150,000 from a SBA loan and $1,000,000 in cash from the sale of preferred stock.





Contractual Obligations

As a "smaller reporting company," we are not required to provide tabular disclosure of contractual obligations.





Inflation

Inflation and changing prices have not had a material effect on our business and we do not expect that inflation or changing prices will materially affect our business in the foreseeable future.






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We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity or capital expenditures or capital resources that is material to an investor in our securities.





Seasonality

In the past, our operating results and operating cash flows historically have not been subject to seasonal variations. This pattern may change, however, in the event that we succeed in bringing our planned products to market.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations is based on our unaudited condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an on-going basis, we evaluate past judgments and our estimates, including those related to allowance for doubtful accounts, allowance for inventory write-downs and write offs, deferred income taxes, provision for contractual obligations and our ability to continue as a going concern. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Note 2 to the consolidated financial statements, presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, describes the critical accounting estimates and policies used in preparation of our consolidated financial statements. There were no significant changes in our critical accounting estimates during the three months ended March 31, 2022.

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