WEED INC
For the period ended Jun 30, 2024. Filed Aug 14, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 14, 2024
BUDZStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-15.
0001096906-24-001128
Item 2. Results of Operations*Current report: 10-Q
Period ended 2024-06-30; filed 2024-08-14.
0001096906-24-001722
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 30 previous paragraphs and 65 current paragraphs.
18 unchanged; 11 reworded; 33 added; 1 removed; 0 previous and 3 current paragraphs rearranged.
Tables are not compared: 2 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (33)
Current report
ITEM 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations Disclaimer Regarding Forward Looking Statements
Current report
Our Management’s Discussion and Analysis or Plan of Operations contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national and local general economic and market conditions; demographic changes; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; raw material costs and availability; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission.
Current report
Although the forward-looking statements in this Quarterly Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.
Current report
Overview
Current report
Currently, WEED and its subsidiaries are working on or planning for several different business opportunities in the cannabis & hemp field, including, but not limited to: both indoor and outdoor “grows”, cultivations & harvest for research, product development, processing and manufacturing of both Pharma & non-Pharma products, services, therapeutics, and treatments on a global basis for both the Medical Cannabis & Hemp (<.03 thc) global market space. Long terms goals include hopeful cures for many diseases and ailments for both man & animals utilizing the Cannabaceae plant and its derivatives. We will need additional financing to attempt to accomplish these goals.
Current report
Second, on November 22, 2021, WEED completed the purchase of the Sugar Hill Golf course property located in the town of Portland, New York. WEED’s acquisition of this ~43 acre property with ~2000 ft. of Lake Erie waterfront also comes with the “unlimited water extractions rights” from Lake Erie related to the property, along with a complete wastewater management plant. WEED’s initial plan is to utilize the property to access the hemp and infused beverage markets as our property in the middle of the largest concord grape producing region of the United States. In the future, WEED may look to use the unique property infrastructure to build a luxury condos & resort development in the most natural settings to be ESG compliant in conjunction to WEEDs forming its Social Equity Advisory Council (SEAC) to create Diversity & Equality in our industry. This project is only in its conceptual stage, no funding or plans have been developed other than the proposed name: The Four Winds Luxury condos & resort to be “Cannabis Friendly” which would be a “FIRST” in the nation. The New York property is now owned by Four Winds of Lake Erie, LLC, a wholly-owned subsidiary of WEED, Inc.
Current report
Third, WEED established WEED Australia Ltd. and it’s wholly owned Cannabis Institute of Australia (C.I.A.) in Australia in March of 2017, for the purpose of conducting cannabis and hemp research and potentially developing products and educational services in and for Australians as stated above. C.I.A. is a non-profit entity formed for the purpose of conducting cannabis and hemp research with universities and other non-profits to protect all intellectual rights, properties and usage in our highly regulated industry. The C.I.A. has the potential to develop products in Australia for domestic research and development of products, services and educational purposes to all seven States and territories, including Tasmania, to be marketed globally. WEED Australia is also our gateway to the Oceania & Asia emerging legal cannabis marketplace.
Current report
Fourth, on May 2, 2022, we entered into a Share Exchange Agreement (the “Exchange Agreement”) with Hempirical Genetics, LLC, an Arizona limited liability company (“Hempirical”), under which we acquired all of the issued and outstanding membership interests of Hempirical from Jeffery Miller in exchange for $603,284 payable in Two Million (2,000,000) shares of our common stock (the “WEED Shares”), valued at $394,302 based on the value of our common stock, and $250,000 in cash to be paid over four years. With this acquisition, our newly acquired inventory includes over 200 High THC strains plus 15 “PURE” Landrace strains including Panama Red, Acapulco Gold, Red Bud Colombian, Santa Marta Gold, and ThaiSticks. Along with 30+ CBD & CBG strains. WEED believes that multiple combinations of precise cannabinoid strains will achieve the precise medical outcome desired.
Current report
Our first business opportunity was, and continues to be, through our wholly-owned subsidiary, Sangre AT, LLC (“Sangre”), where we are focused on the development and application of cannabis-derived compounds for the treatment of human disease and animal ailments. To that end Sangre, was working on a planned five-year Cannabis Genomic Study to complete a genetic blueprint of the Cannabis plant genus, by creating a global genomic classification of the entire plant. Sangre completed a 1-2 year Pilot Study in 2017 & 2018 at the University of Texas-Galveston thru Industrial Metagenomics at a cost of nearly $1 million USD. Sangre completed the pilot study with 30 cultivars from strains collected worldwide that included 30 strains (twenty-four female and six male). These results are highly proprietary and the basis of future studies to come. We need to raise additional funds to continue the next steps in our Cannabis Genomic Study.
Current report
On May 14th, 2018, the 70th Anniversary of the statehood of Israel, WEED formed its wholly owned subsidiary, WEED Israel Cannabis Ltd., with the goal of completing and adding to the noted studies above. As such, WEED Israel worked with the Hebrew University in Jerusalem and with the top scientists globally in the field of Cannabis & hemp. To that effect, WEED Israel looked to conduct clinical trials and product development that would be the quality and acceptability of the FDA in the United States. Due to current laws and conditions in the USA, all research results and product development for both Pharma & Non-Pharma products, cannot be introduced the United States marketplace. Since starting in 2018, the USA has made vast improvements and advancements in the legalization of both Cannabis and hemp. As of the end of 2021 there are 37 States that have approved a State level medical cannabis and hemp programs, along with the District of Colombia. In addition, there are 17 States that have implemented or approved the “Adult Use” i.e. recreational psychoactive aspects of high THC usage of cannabis.
Current report
In conjunction with WEED Israel Cannabis Ltd., we made arrangements with Professor Elka Touitou to be available to be the head of WEEDs Israeli Advisory Board to lead and assist us with clinical trials in cannabis & hemp research studies in Israel. Professor Touitou was the Head of the Innovative Dermal, Transdermal and Transmucosal Delivery Lab at the Institute of Drug Research, The School of Pharmacy, HUJ, now retired but still has HUJ clinical trial & independent studies/lab privileges. Professor Touitou is an internationally renowned authority in the field of drug delivery and design of new technologies for efficient administration of drugs and development of new products. Professor Touitou has been involved in Cannabinoid research since 1988 at The Hebrew University of Jerusalem, (HUJ) Jerusalem, Israel. Previously, WEED was in the process of buying Professor Touitou’s various patents to include the bioavailability aspects of the cannabaceae plant. However, after expending over $500,000 USD to acquire the Professor Touitou’s patents, we had to terminate the agreement in 2019 due to the downturn of the Cannabis marketplace, and specifically as to public cannabis companies, which could not be resumed due to the Covid pandemic that was/is still ongoing globally. We have kept in constant contact with Professor Touitou thru our Managing Director of WEED Israel, Mr. Elliot Kwestel. As of 2022, Dr. Touitou still has interest in working with WEED to complete the purchase of her patents and begin clinical trials upon proper funding. WEED looks to achieve that funding thru offerings of our securities.
Current report
Corporate Overview
Current report
We were originally incorporated under the name Plae, Inc., in the State of Arizona on August 20, 1999. At the time we operated under the name Plae, Inc., no business was conducted. No books or records were maintained and no meetings were held. In essence, nothing was done after incorporation until Glenn E. Martin took possession of Plae, Inc. in January 2005. On February 18, 2005, the corporate name was changed to King Mines, Inc. and then subsequently changed to its current name, United Mines, Inc., on March 30, 2005. No shares were issued until the Company became United Mines, Inc. From 2005 until 2015, we were an exploration stage mineral exploration company that owned a number of unpatented mining claims and Arizona State Land Department claims.
Current report
On November 26, 2014, our Board of Directors approved the redomestication of our company from Arizona to Nevada (the “Articles of Domestication”), and approved Articles of Incorporation in Nevada, which differed from then-Articles of Incorporation in Arizona, primarily by (a) changing our name from United Mines, Inc. to WEED, Inc., (b) authorizing Twenty Million (20,000,000) shares of preferred stock, with blank check rights granted to our Board of Directors, and (c) authorizing Two Hundred Million (200,000,000) shares of common stock (the “Nevada Articles of Incorporation”). On December 19, 2014, the holders of a majority of our outstanding common stock approved the Articles of Domestication and the Nevada Articles of Incorporation at a Special Meeting of Shareholders. On January 16, 2015, the Articles of Domestication and the Nevada Articles of Incorporation went effective with the Secretary of State of the State of Nevada. On February 2, 2015, our name change to WEED, Inc., and a corresponding ticker symbol change to “BUDZ” went effective with FINRA and was reflected on the quotation of our common stock on OTC Markets.
Current report
These changes were affected in order to make our corporate name and ticker symbol better align with our short-term and long-term business focus. Our current, short-term goals relate to the Cannabis Genomic Study and the resulting development of a variety of new cannabis strains, and, over the next 5 years, we plan to process those results in order to become an international cannabis research and product development company, with a globally-recognized brand focusing on building and purchasing labs, land and building commercial grade “Cultivation Centers” to consult, assist, manage & lease to universities, state governments, licensed dispensary owners and organic grow operators on a contract basis with a concentration on the legal and medical cannabis sector.
Current report
Our long-term plan is to become a true “Seed-to-Sale” global holding company providing infrastructure, financial solutions, product development, and real estate options in this new emerging market. Our long term growth may also come from the acquisition of synergistic businesses, such as distilleries, to make anything from infused beverages to super oxygenated water with CBD and THC. Currently, we have formed WEED Australia Ltd., registered as an unlisted public company in Australia to address this Global demand. We have also formed WEED Israel Cannabis Ltd., an Israeli corporation, to address future global demand. We will look to conduct future research, marketing, import/exporting, and manufacturing of our proprietary products on an international level.
Current report
On April 20, 2017, we entered into a Share Exchange Agreement with Sangre AT, LLC, a Wyoming limited liability company, under which we acquired all of the issued and outstanding limited liability company membership units of Sangre in exchange for Five Hundred Thousand (500,000) shares of our common stock, restricted in accordance with Rule 144. As a result of this agreement, Sangre is a wholly-owned subsidiary of WEED, Inc.
Current report
This discussion and analysis should be read in conjunction with our financial statements included as part of this Quarterly Report.
Current report
Three Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023
Current report
Results of Operations
Current report
General and administrative expenses decreased by $23,434, from $108,730 for the three months ended June 30, 2023, to $85,296 for the three months ended June 30, 2024.
Current report
Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023
Current report
Results of Operations
Current report
Operating Loss; Net Loss
Current report
Our comprehensive net loss decreased by $85,846, from ($367,838) to ($281,992), from the six months ended June 30, 2023, compared to the six months ended June 30, 2024. Our operating loss decreased by $25,063, from ($340,071) to ($315,008) for the same period. These changes are detailed below.
Current report
Revenue
Current report
General and Administrative Expenses
Current report
General and administrative expenses decreased by $20,651, from $242,512 for the six months ended June 30, 2023 to $221,861 for the six months ended June 30, 2024, primarily due to slight decreases in marketing expense.
Current report
Professional Fees
Current report
Depreciation and Amortization
Current report
Interest Expense
Current report
Interest expense decreased from ($30,386) for the six months ended June 30, 2023 to ($1,198) for the six months ended June 30, 2024. Our interest expense primarily relates to notes payable from related parties.
Current report
Liquidity and Capital Resources
Removed paragraphs (1)
Previous report
General and administrative expenses increased by $2,783, from $133,782 for the three months ended March 31, 2023 to $136,565 for the three months ended March 31, 2024.
Reworded paragraphs (11)
Previous wording
Our net income increased by $26,492, from $(197,127) to $(170,635), from the three months ended March 31, 2023 compared to the three months ended March 31, 2024. Our net operating loss decreased by $13,855, from $(183,908) to $(170,053) for the same period.
Current wording
Our net income increased by $62,490, from $(173,443) to $(110,953), from the three months ended June 30, 2023, compared to the three months ended June 30, 2024. Our net operating loss decreased by $11,208, from $(156,163) to $(144,995) for the same period.
Previous wording
Our professional fees decreased by $893 during the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Our professional fees were $25,203 for the three months ended March 31, 2024 and $26,096 for the three months ended March 31, 2023. These fees are largely related to fees paid for legal and accounting services, along with compensation to independent contractors. We expect these fees to vary quarter-to-quarter as our business and stock price fluctuate if we continue to use stock-based compensation. In the event we undertake an unusual transaction, such as an acquisition, securities offering, or file a registration statement, we would expect these fees to substantially increase during that period.
Current wording
Our professional fees increased by $27,397 during the three months ended June 30, 2024, compared to the three months ended June 30, 2023. Our professional fees were $51,474 for the three months ended June 30, 2024, and $24,077 for the three months ended June 30, 2023. These fees are largely related to fees paid for legal and accounting services, along with compensation to independent contractors. We expect these fees to vary quarter-to-quarter as our business and stock price fluctuate if we continue to use stock-based compensation. In the event we undertake an unusual transaction, such as an acquisition, securities offering, or file a registration statement, we would expect these fees to substantially increase during that period.
Previous wording
During the three months ended March 31, 2024, we had depreciation and amortization expense of $8,285, compared to $24,030 in the three months ended March 31, 2023. Our depreciation and amortization expense primarily relates to our property and trademark acquisitions.
Current wording
During the three months ended June 30, 2024, we had depreciation and amortization expense of $8,185, compared to $23,356 in the three months ended June 30, 2023. Our depreciation and amortization expense primarily relates to our property and trademark acquisitions.
Previous wording
Interest expense decreased from $(13,106) for the three months ended March 31, 2023, to $(599) for the three months ended March 31, 2024. Our interest expense primarily relates to notes payable from attorneys and related parties.
Current wording
Interest expense decreased from $(17,280) for the three months ended June 30, 2023, to $(599) for the three months ended June 30, 2024. Our interest expense primarily relates to notes payable from related parties.
Previous wording
During the three months ended March 31, 2024, because of our operating losses, we did not generate positive operating cash flows. Our cash on hand as of March 31, 2024, was $102,696 and our monthly cash flow burn rate was approximately $62,000. We currently do not believe we will be able to satisfy our cash needs from our revenues for many years to come.
Current wording
During the six months ended June 30, 2024, because of our operating losses, we did not generate positive operating cash flows. Our cash on hand as of June 30, 2024, was $15,171 and our monthly cash flow burn rate was approximately $46,000. We currently do not believe we will be able to satisfy our cash needs from our revenues for many years to come.
Previous wording
Our total assets decreased by $200,255 as of March 31, 2024, as compared to December 31, 2023. The decrease in our total assets between the two periods was attributed to decreases in our property and equipment, intangible assets, ROU assets.
Current wording
Our total assets decreased by $300,766 as of June 30, 2024, as compared to December 31, 2023. The decrease in our total assets between the two periods was attributed to decreases in our property and equipment, intangible assets, ROU assets.
Previous wording
Our current liabilities and total liabilities decreased by $52,420, as of March 31, 2024, as compared to December 31, 2023. This decrease was primarily due to decreases in accrued officer compensation, notes payable- related parties, lease liability and partially offset by increase in accounts payable, accrued expense and accrued interest.
Current wording
Our current liabilities and total liabilities decreased by $52,974, as of June 30, 2024, as compared to December 31, 2023. This decrease was primarily due to decreases in accrued officer compensation, notes payable- related parties, accounts payable, lease liability and partially offset by increase in accrued expense and accrued interest.
Previous wording
We had cash available of $102,696 and $290,409 as of March 31, 2024 and December 31, 2023, respectively. Based on our lack of revenues, our cash on hand and current monthly burn rate of approximately $62,000, we will need to continue borrowing from our shareholders and other related parties, and/or raise money from the sales of our securities, to fund operations.
Current wording
We had cash available of $15,171 and $290,409 as of June 30, 2024 and December 31, 2023, respectively. Based on our lack of revenues, our cash on hand and current monthly burn rate of approximately $46,000, we will need to continue borrowing from our shareholders and other related parties, and/or raise money from the sales of our securities, to fund operations.
Previous wording
We had net cash used in operating activities of $(177,730) for the three months ended March 31, 2024, as compared to $(177,173) for the three months ended March 31, 2023. For the period in 2024, the net cash used in operating activities consisted primarily of our net income of $177,730, adjusted by depreciation and amortization of $5,721, debt discount amortization of $2,564, estimated fair value of shares issued for services of $22,500, and imputed interest on RP loans of $300, and further adjusted by decreases in assets related to prepaid expenses and deposits of $3,603, and increases in liabilities consisting of accounts payable of $5,233 and accrued expenses of $(46,999). For the period in 2023, the net cash used in operating activities consisted primarily of our net loss of ($197,017), adjusted by depreciation and amortization of $24,030, debt discount amortization of $0, estimated fair value of shares issued for services of $22,500, imputed interest on RP loans of $5,942, and further adjusted by decreases in prepaid expenses and deposits of $2,540 and accounts payable of $(25,900), and decreases in accrued expenses of $(9,271).
Current wording
We had net cash used in operating activities of $259,451 for the six months ended June 30, 2024, as compared to $282,998 for the six months ended June 30, 2023. For the period in 2024, the net cash used in operating activities consisted primarily of our net income of $281,605, adjusted by depreciation and amortization of $11,343, debt discount amortization of $5,127, estimated fair value of shares issued for services of $14,000, estimated fair value of shares issued for services of $20,000, and imputed interest on RP loans of $600, and further adjusted by decreases in assets related to prepaid expenses and deposits of $7,709 and increases in liabilities consisting of accounts payable of $(6,789) and accrued expenses of $(29,836). For the period in 2023, the net cash used in operating activities consisted primarily of our net loss of ($370,458), adjusted by depreciation and amortization of $47,386, debt discount amortization of $4,293, estimated fair value of shares issued for services of $45,000, imputed interest on RP loans of $16,386, and further adjusted by decreases in prepaid expenses and deposits of $3,750 and accounts payable of $(38,696), and decreases in accrued expenses of $9,341.
Previous wording
For the three months ended March 31, 2024, we had no cash flows provided from investing activities.
Current wording
For the three months ended June 30, 2024, we had no cash flows provided from investing activities. For the six months ended June 30, 2023, we had cash flows used in investing activities of ($10,000), all related to purchases of property and equipment.
Previous wording
Our net cash used in financing activities for the three months ended March 31, 2024, was $(10,000), compared to cash used in financing activities of ($32,789) for the three months ended March 31, 2023.
Current wording
Our net cash used in financing activities for the six months ended June 30, 2024, was $(15,000). For the period in 2023, our financing activities related to proceeds of note payable of $50,000 partially offset by repayments of notes payable-related party of ($42,979).
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
We have not had any revenues since our inception. Once we have sufficient funding, we plan to research and possibly enter the hemp and infused beverage industry through our newly acquired property in New York, and conduct Sangre’s Cannabis Genomic Study and process those result. In the long-term we plan to be a company focused on purchasing land and building commercial grade “Cultivation Centers” to consult, assist, manage & lease to licensed dispensary owners and organic grow operators on a contract basis, with a concentration on the legal and medical marijuana (Cannabis) sector. Our long-term plan is to become a True “Seed-to-Sale” company providing infrastructure, financial solutions and real estate options in this new emerging market, worldwide. We plan to make our brand global and therefore we will look for opportunities to conduct future research, marketing, import and exporting, and manufacturing of any proprietary products on an international level.
Current report — wording carried from elsewhere
Our professional fees increased by $26,504, from $50,173 for the six months ended June 30, 2023 to $76,677 for the six months ended June 30, 2024, primarily due to reduced consulting activities. These fees are largely related to fees paid for legal and accounting services, along with compensation to independent contractors, and decreased significantly primarily as a result of decreases in the value of stock-based compensation awards due to issuing shares for services during the period. We expect these fees to vary quarter-to-quarter as our business and stock price fluctuate if we continue to use stock-based compensation. In the event we undertake an unusual transaction, such as an acquisition, securities offering, or file a registration statement, we would expect these fees to substantially increase during that period.
Current report — wording carried from elsewhere
During the six months ended June 30, 2024 we had depreciation and amortization expense of $16,470, compared to $47,386 in the six months ended June 30, 2023. Our depreciation and amortization expense primarily relates to our property and trademark acquisitions.