CarbonMeta Technologies : Quarterly Report Statement for the Period Ending 03/31/2022

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		05/23/2022 05:16 PM

QUARTERLY REPORT

for the Period Ended

March 31, 2022

CARBONMETA TECHNOLOGIES, INC.

(EXACT NAME OF THE COMPANY AS SPECIFIED IN ITS CHARTER)

Delaware	95-4868120
(State or Other Jurisdiction	(I.R.S. Employer
of Incorporation)	Identification No.)

13110 NE 177th Place

Woodinville, WA 98072

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

[phone]

(ISSUER REGISTRANT TELEPHONE NUMBER)

COMMON STOCK, PAR VALUE $0.0001

(TITLE OF CLASS)

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock		COWI		OTC Markets "PINK"

As of May 23, 2022, there were 18,887,886,254 shares of registrant's common stock, par value $0.0001, outstanding.

	INDEX
	PART I
Item 1.	Condensed Consolidated Financial Statements
	Condensed Consolidated Balance Sheets at March 31, 2022 (Unaudited) and December 31, 2021 (Unaudited)	3
	Unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021
	(Unaudited)	4
	Unaudited Condensed Consolidated Statements of Stockholders (Deficiency) for the three months ended March 31, 2022 and
	2021 (Unaudited)	5
	Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 (Unaudited)	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7-27
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4.	Controls and Procedures	32
	PART II
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33
Item 3.	Defaults Upon Senior Securities	33
Item 4.	Mine Safety Disclosures	33
Item 5.	Other Information	33
SIGNATURES	34
	2

COROWARE, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

			March 31,		December 31,
			2022			2021
ASSETS
CURRENT ASSETS:
Cash	$	52,198		$	10,573
Accounts receivable, net			-			-
Inventory, net			-			-
Other current assets			112,589			30,000
Total Current Assets			164,787			40,573
Property and equipment, net			40,590			44,420
Other assets			72,698			74,653
TOTAL ASSETS		$	278,075		$	159,646
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable and accrued expenses	$	10,233,828		$	10,058,441
Accrued expenses - related parties			270,794			233,423
Deferred revenue			-			-
Intercompany			-			-
Obligations collateralized by receivables, net			206,236			206,236
Convertible debt, net			1,993,891			1,987,425
Notes payable			124,873			127,873
Notes payable - related parties			199,415			199,415
Small business administration loan			979,950		979,950
Derivative liability			11,821,383			11,904,070
Total Current Liabilities			25,830,370			25,696,833
TOTAL LIABILITIES			25,830,370			25,696,833
Commitments and contingencies			-			-
STOCKHOLDERS' DEFICIT:
Redeemable preferred stock, Series A, $0.001 par value, 125,000 shares authorized, 0
shares issued and outstanding			-			-
Redeemable preferred stock, Series B, $0.001 par value, 525,000 shares authorized,
159,666 shares issued and outstanding			160			160
Redeemable preferred stock, Series C, $0.001 par value, 500,000 shares authorized, 0
shares issued and outstanding			-			-
Redeemable preferred stock, Series D, $0.001 par value, 500,000 shares authorized,
100,000 shares issued and outstanding			100			100
Redeemable preferred stock, Series E, $0.001 par value, 1,000,000 shares authorized,
791,567 shares issued and outstanding, respectively			640			640
Redeemable preferred stock, Series F, $0.001 par value, 500,000 shares authorized,
190,000 shares issued and outstanding			190			190
Redeemable preferred stock, Series G, $0.001 par value, 500,000 shares authorized,
25,000 shares issued and outstanding			25			25
Common stock; 35,000,000,000 and 13,000,000,000 shares authorized at $0.0001 par
value, respectively, and 17,592,057,163 and 13,701,742,065 shares issued and
outstanding, respectively			1,865,136			1,759,206
Additional paid-in capital			37,311,797			36,775,877
Non controlling interest			92,258			92,258
Treasury stock			(18,997)		(18,997)
Accumulated deficit			(64,803,604)		(64,146,646)
TOTAL STOCKHOLDERS' DEFICIT			(25,552,295	)		(25,537,187	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		$	278,075		$	159,646

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

3

COROWARE, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations For the three months ended March 31, 2022 and 2021 (Unaudited)

	For the Three Months Ended March 31,
	2022	2021
REVENUES, NET	$	-		$	-
COST OF REVENUE		1,631			-
GROSS PROFIT		(1,631)		-
OPERATING EXPENSES
General and administrative		113,226			-
Executive Wages		37,500			37,500
Legal & Professional Fees		394,056			-
Investor Relations		20,664			-
Consulting Fees		15,221			-
Sales and marketing		14,183			-
Research and development		4,099			-
Depreciation and amortization		5,784			-
TOTAL OPERATING EXPENSES		604,733			37,500

LOSS FROM OPERATIONS

OTHER INCOME (EXPENSES)

Change in derivative liabilities

Interest expense, net

TOTAL OTHER INCOME (EXPENSES)

INCOME (LOSS) BEFORE NON-CONTROLLING INTEREST

Net loss attributable to non-controlling interest

(606,364)(37,500)

328,028(5,684,891)

(228,081)(299,982)

99,947(5,984,873)

(506,417)(6,022,373)

-

-

INCOME (LOSS) BEFORE INCOME TAXES			(506,417)		(6,022,373)
Income tax expense (provision)			-			-
NET INCOME (LOSS)	$	(506,417)	$	(6,022,373)
BASIC AND DILUTED INCOME (LOSS) PER SHARE	$	(0.00)	$	0.00
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:
Basic and diluted			18,469,613,742			15,535,075,398

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

4

COROWARE, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of STOCKHOLDERS' DEFICIT

For the three months ended March 31, 2022 and 2021

(Unaudited)

					Preferred Stock							Common Stock		Additional			Non
												Paid-In	Controlling		Treasury	Accumulated
	Series B		Series D	Series E		Series F		Series G	Amount		Shares		Amount		Capital			Interest		Stock		Deficit		Total
Balances, December 31, 2019	159,666	100,000	640,156	190,000	25,000	$	1,115	13,701,742,065	$1,370,174	$31,543,466	$	92,258	$(18,997)	$(72,765,594)	$(39,777,578)
Preferred shares issued for services
rendered	-	-	-	-	-			-	-	-	-			-	-	-	-
Common stock issued for convertible
debt	-	-	-	-	-			-	3,150,315,098	315,032	4,942,492			-	-	-	5,257,524
Purchase of common stock, net of
stock issue costs of $6,081	-	-	-	-	-			-	740,000,000	74,000	289,919			-	-	-	363,919
Repurchase of common and preferred
stock into treasury	-	-	-	-	-			-	-	-	-			-	-	-	-
Non-controlling interest	-	-	-	-	-			-	-	-	-			-	-	-	-
Net loss for year	-	-	-	-	-			-	-	-	-			-	-	8,618,947	8,618,947
Balances, December 31, 2020	159,666	100,000	640,156	190,000	25,000	$	1,115	17,592,057,163	$1,759,206	$36,775,877	$	92,258	$(18,997)	$(64,146,647)	$(25,537,188)
Preferred shares issued for services
rendered	-	-	-	-	-			-	-	-	-			-	-	-	-
Common stock issued for services	-	-	-	-	-			-	570,229,886	57,023	411,977			-	-	-	469,000
Common stock issued in connection
with convertible notes, net of
placement agent fee of $1,350	-	-	-	-	-			-	60,500,000	6,050	16,800			-	-	(150,541)	(127,691)
Common stock issued for accrued
salary	-	-	-	-	-			-	428,571,428	42,857	107,143			-	-	-	150,000
Non-controlling interest	-	-	-	-	-			-	-	-	-			-	-	-	-
Net loss for year	-	-	-	-	-			-	-	-	-			-	-	(506,417)	(506,417)
Balances, December 31, 2021	159,666	100,000	640,156	190,000	25,000	$	1,115	18,651,358,477	$1,865,136	$37,311,797	$	92,258	$(18,997) $(64,803,605) $(25,552,296)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

5