The following information should be read in conjunction with (i) the financial statements of Artisan Consumer Goods, Inc., a Nevada corporation (the "Company"), and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and the June 30, 2022 audited financial statements and related notes included in the Company's Form 10-K (File No. 000-54838; the "Form 10-K"), as filed with the Securities and Exchange Commission on September 30, 2022. Statements in this section and elsewhere in this Form 10-Q that are not statements of historical or current fact constitute "forward-looking" statements.





OVERVIEW

The Company was incorporated in the State of Nevada on September 14, 2009 and has established a fiscal year end of June 30.





Going Concern

To date the Company has little operations or revenues and consequently has incurred recurring losses from operations. The Company has incurred a loss since inception resulting in an accumulated deficit of $19,241,768 at December 31, 2022 and further losses are anticipated in the development of its business raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock.

The Company plans to raise additional funds through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through this or any other offerings. The Company is optimistic about the Within / Without Granola ("WWG") brand will generate cash in the next year.

CRITICAL ACCOUNTING POLICIES

Please refer to Note 2 - Summary of Significant Accounting Policies in the accompanying Notes to the Financial Notes.





PLAN OF OPERATION

Our plan of operation for the following twelve months is as follows:

On July 15, 2021, we acquired the assets of Paleo Scavenger, LLC for $10,000. Paleo owns the Within / Without Granola ("WWG") brand. The purchase price includes the WWG trademarks, brands, books, records, intellectual property, commercial sales channel, customer lists and manufacturing rights. Early in 2021, WWG ceased operations and we restarted the manufacturing process in June 2022.

We generated our first sales since inception during August 2022. We are currently selling our original and maple flavored granola products on Shopify. In addition, we are in the process of qualifying to sell our products on Amazon.

We must raise at least $100,000 to commence our plan of operation, described above, and fund our ongoing operational expenses. We have no assurance that future financing will materialize. If that financing is not available, we may be unable to continue our operations. Management believes that if we are successful in raising $100,000, we will be able to generate sales revenue within the following twelve months thereof. However, if such financing is not available, we could fail to satisfy our future cash requirements. We have no assurance that future financing will materialize. Management believes that if subsequent private placements are successful, we will be able to generate sales revenue within the following twelve months thereof. However, additional equity financing may not be available to us on acceptable terms or at all, and thus we could fail to satisfy our future cash requirements.

If we are unsuccessful in raising at least $100,000 through a private placement, we will then have to seek additional funds through debt financing, which would be highly difficult for a new, development stage business to obtain. Therefore, the Company is highly dependent upon the success of an anticipated private placement offering and failure thereof would result in the Company having to seek capital from other sources such as debt financing, which may not even be available to the Company. However, if such financing were available, because we are a development stage company with little in the way of operations to date, we would likely have to pay additional costs associated with high-risk loans and be subject to an above market interest rate. If and when these funds are obtained, management would evaluate the terms of such debt financing and determine whether the business could sustain operations and growth and manage the debt load. If we cannot raise additional proceeds via a private placement of our common stock or secure debt financing, we would be required to cease business operations and as a result, investors in our common stock would lose all of their investment.

Results of Operations for the Three months Ended December 31, 2022 and 2021

Overview. Artisan Consumer Goods, Inc. is a Nevada corporation, originally formed on September 19, 2009. We are attempting to restart the Within / Without Granola ("WWG") brand acquired on July 15, 2021. We generated our first sales in August 2022. We generated sales of $6,569 and $-0- for the three months ended December 31, 2022 and 2021, respectively. The Company has generated net losses of $5,430 and $9,028 for the three months ended December 31, 2022 and 2021, respectively. The decrease in net loss of $3,598 is attributable to the factor discussed below.






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Revenues. We had had revenues of $6,569 and $-0- for the three months ended December 31, 2022 and 2021, respectively. We had our first sales of our original and maple flavored granola products in August 2022.

Gross Margin. Once cost of revenue and other expenses to generate revenue are considered, we had reported gross margins of $1,239 or 19% of sales and $-0- for the three months ended December 31, 2022 and 2021, respectively.

Expenses. For the three months ended December 31, 2022 and 2021, respectively, we incurred total operating expenses of $6,669 and $6,342. The increase of $327 was primarily attributable to an approximate $400 increase in of general and administrative expenses.

Other Income (Expense). Our total other income (expense) was $0 and ($2,686) for the three months ended December 31, 2022 and 2021, respectively. The increase of $2,686 was attributable to a $2,686 increase in other income related to the change in market value of shares issued to Mr. Drury but not yet sold (See Note 3 - Related Party Transaction in the accompanying notes to the financial statements).

Results of Operations for the Six months Ended December 31, 2022 and 2021

Overview. Artisan Consumer Goods, Inc. is a Nevada corporation, originally formed on September 19, 2009. We are attempting to restart the Within / Without Granola ("WWG") brand acquired on July 15, 2021. We generated our first sales in August 2022. We generated sales of $7,434 and $-0- for the six months ended December 31, 2022 and 2021, respectively. The Company has generated net losses of $26,342 and $22,218 for the six months ended December 31, 2022 and 2021, respectively. The increase in net loss of $4,124 is attributable to the factor discussed below.

Revenues. We had had revenues of $7,434 and $-0- for the six months ended December 31, 2022 and 2021, respectively. We had our first sales of our original and maple flavored granola products in August 2022.

Gross Margin. Once cost of revenue and other expenses to generate revenue are considered, we had reported gross margins of $1,669 or 23% of sales and $-0- for the six months ended December 31, 2022 and 2021, respectively.

Expenses. For the six months ended December 31, 2022 and 2021, respectively, we incurred total operating expenses of $28,026 and $22,089. The increase of $5,937 was primarily a result from our July 15, 2021 acquisition of the Within / Without Granola brand, which resulted in an increase in stock-based compensation fees of $350, an increase of $6,509 of general and administrative expenses and an increase in amortization expense of $125, offset by a decrease in professional fees of $1,047.

Other Income (Expense). Our total other income (expense) was $15 and ($129) for the six months ended December 31, 2022 and 2021, respectively. The increase of $144 was attributable to a $144 increase in other income related to the change in market value of shares issued to Mr. Drury but not yet sold (See Note 3 - Related Party Transaction in the accompanying notes to the financial statements).

Liquidity and Capital Resources

Our cash balance was $8,855 and working capital deficit was $249,920 at December 31, 2022. Total expenditures over the next 12 months are expected to be approximately $100,000. If we experience a shortage of funds prior to generating revenues from operations we may utilize funds from our directors, who have informally agreed to advance funds to allow us to pay for operating costs, however they have no formal commitment, arrangement or legal obligation to advance or loan funds to us. Management believes our current cash balance will not be sufficient to fund our operations for the next twelve months.

As at December 31, 2022, our total assets were $17,289 were comprised of cash for $8,855, accounts receivable for $848, inventory for $2,541, intellectual property for $4,625 (net of accumulated amortization) and trademarks for $1,000. The intellectual property and trademarks resulted from our July 15, 2021 acquisition of the Within / Without Granola brand.

As at December 31, 2022, our current liabilities of $262,164 were comprised of account payable of $48,227, accrued liabilities for $48,271 and related party loans of $165,666. As at December 31, 2022, our stockholders' deficiency was $244,295.

Cash Flows from Operating Activities

We have not generated positive cash flows from operating activities. Net cash used in operations was $26,150 and $21,453 for the six months ended December 31, 2022 and 2021, respectively.

Cash Flows from Investing Activities

For the six months ended December 31, 2022 and 2021, net cash flows used by investing activities was $-0- and $10,000, respectively, from our asset purchase of Within / Without Granola on July 15, 2021.






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Cash Flows from Financing Activities

For the fiscal years ended December 31, 2022 and 2021, net cash flows provided by financing activities was $21,450 and $51,719, respectively from cash advances from our CEO.

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