Company Quick10K Filing
Vortex Blockchain Technologies
Price-0.00 EPS-0
Shares21 P/E0
MCap-0 P/FCF0
Net Debt-0 EBIT-0
TEV-0 TEV/EBIT0
TTM 2018-06-30, in MM, except price, ratios
10-Q 2019-12-31 Filed 2020-03-11
10-Q 2019-09-30 Filed 2020-03-11
10-Q 2019-06-30 Filed 2020-03-11
10-K 2019-03-31 Filed 2020-03-10
10-Q 2018-12-31 Filed 2020-03-10
10-Q 2018-09-30 Filed 2019-02-06
10-Q 2018-06-30 Filed 2018-08-14
10-K 2018-03-31 Filed 2018-07-16
10-Q 2017-12-31 Filed 2018-02-21
10-Q 2017-09-30 Filed 2018-02-21
10-Q 2017-06-30 Filed 2017-08-21
10-K 2017-03-31 Filed 2017-07-13
10-Q 2016-12-31 Filed 2017-02-15
10-Q 2016-09-30 Filed 2016-10-20
10-Q 2016-06-30 Filed 2016-08-29
10-K 2016-03-31 Filed 2016-07-22
10-Q 2015-12-31 Filed 2016-02-22
10-Q 2015-09-30 Filed 2015-11-16
10-Q 2015-06-30 Filed 2015-08-19
10-K 2015-03-31 Filed 2015-07-14
10-Q 2014-12-31 Filed 2015-02-12
10-Q 2014-09-30 Filed 2014-11-13
10-Q 2014-06-30 Filed 2014-07-25
10-K 2014-03-31 Filed 2014-06-27
10-Q 2013-12-31 Filed 2014-02-12
10-Q 2013-09-30 Filed 2013-11-14
8-K 2018-10-17 Enter Agreement, M&A, Sale of Shares, Control, Officers, Shell Status, Exhibits
8-K 2018-05-31 Other Events
8-K 2018-04-27 Amend Bylaw, Other Events, Exhibits
8-K 2018-03-27 Enter Agreement, Sale of Shares, Exhibits
8-K 2018-03-07 Enter Agreement, Sale of Shares, Control, Exhibits
8-K 2018-02-08 Officers

VXBT 10Q Quarterly Report

Vortex Blockchain Technologies Earnings 2019-12-31

Balance SheetIncome StatementCash Flow

10-Q 1 vx10qd19.txt PE DEC 31 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from__________ to __________ Commission file number: 333-189414 VORTEX BLOCKCHAIN TECHNOLOGIES INC. (Exact name of registrant as specified in its charter) Nevada 80-0899451 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 1401 Ohio Street Des Moines, Iowa 50314 (Address of principal executive offices and zip code) (202) 213-1159 (Registrant?s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) 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. ? Yes Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). ? Yes Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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. ? Smaller reporting company ? Emerging growth company 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). ?No Indicate the number of shares outstanding of each of the issuer?s classes of common stock, as of the latest practicable date. Class Outstanding at March 11, 2020 Common stock, $0.00001 par value 75,500,000 Vortex Blockchain Technologies Inc. Form 10-Q For the Three and Nine Months Ended December 31, 2019 INDEX Page PART I ? FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) 3 Item 2. Management?s Discussion and Analysis of Financial Condition and Results of Operations 16 Item 3. Quantitative and Qualitative Disclosures About Market Risk 19 Item 4. Controls and Procedures 19 PART II ? OTHER INFORMATION 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. Other Information 21 Item 5. Exhibits 21 Signatures 22 ? FORWARD-LOOKING STATEMENTS This Report on Form 10-Q contains forward-looking statements within the meaning of the ?safe harbor? provisions of the Private Securities Litigation Reform Act of 1995. Reference is made in particular to the description of our plans and objectives for future operations, assumptions underlying such plans and objectives, and other forward-looking statements included in this report. Such statements may be identified by the use of forward-looking terminology such as ?may,? ?will,? ?expect,? ?believe,? ?estimate,? ?anticipate,? ?intend,? ?continue,? or similar terms, variations of such terms or the negative of such terms. Such statements are based on management?s current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. Such statements address future events and conditions concerning, among others, capital expenditures, earnings, litigation, regulatory matters, liquidity and capital resources, and accounting matters. Actual results in each case could differ materially from those anticipated in such statements by reason of factors such as future economic conditions, changes in consumer demand, legislative, regulatory and competitive developments in markets in which we operate, results of litigation, and other circumstances affecting anticipated revenues and costs, and the risk factors set forth in our Annual Report on Form 10-K filed on March 10, 2020. As used in this Form 10-Q, ?we,? ?us,? and ?our? refer to Vortex Blockchain Technologies Inc., a Nevada corporation, which is also sometimes referred to as the ?Company? herein. YOU SHOULD NOT PLACE UNDUE RELIANCE ON THESE FORWARD LOOKING STATEMENTS The forward-looking statements made in this report on Form 10-Q relate only to events or information as of the date on which the statements are made in this report on Form 10-Q. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. You should read this report and the documents that we reference in this report, including documents incorporated by reference, completely and with the understanding that our actual future results may be materially different from what we expect or hope. PART I. FINANCIAL INFORMATION Item 1. Financial Statements. VORTEX BLOCKCHAIN TECHNOLOGIES INC. FINANCIAL STATEMENTS (UNAUDITED) DECEMBER 31, 2019 ? VORTEX BLOCKCHAIN TECHNOLOGIES INC. FINANCIAL STATEMENTS TABLE OF CONTENTS DECEMBER 31, 2019 Balance Sheet as of December 31, 2019 (unaudited) F - 2 Statements of Operations for the three and nine month periods ended December 31, 2019 and December 31, 2018 (unaudited) F - 3 Statements of Cash Flows for the three and nine month periods ended December 31, 2019 and December 31, 2018 (unaudited) F - 4 Notes to the Financial Statements (unaudited) F - 5 F-1 Vortex Blockchain Technologies Balance Sheet As of December 31, 2019 December 31, 2019 March 31, 2019 Cash and Cash Equivalents $ 22,448 $ 41,708 Property, Plant and Equipment, net 536,822 536,822 Other Assets 39,360 39,360 Total Assets $ 598,630 $ 617,890 Accounts Payable $ 378,492 $ 379,216 Current Liabilities 447,648 264,773 Long Term Liabilities 15,739 15,739 Total Liabilities 841,879 659,728 Common Stock - - Additional Paid-in Capital 1,134,517 1,043,517 Accumulated Deficit (1,377,766) (1,085,355) Total Equity (243,249) (41,838) Total Liabilities and Equity $ 598,630 $ 617,890 F-2 (The Accompanying Notes are an Integral Part of These Financial Statements) ? Vortex Blockchain Technologies Inc. Statements of Operations For the Three and Nine Month Period Ended December 31, 2019 and 2018 (Unaudited) Nine Months Ending Three Months Ending December 31, 2019 December 31, 2018 December 31, 2019 December 31, 2018 Revenue $ 41,986 $ 81,200 $ 24,926 $ - Operating Expenses 334,397 699,691 209,070 146,066 Net loss $ (292,411) $ (618,491) $ (184,144) $ (146,066) Shares outstanding 75,500,000 75,500,000 75,500,000 75,500,000 EPS $ (0.00) $ (0.01) $ (0.00) $ (0.00) F-3 (The Accompanying Notes are an Integral Part of These Financial Statements) Vortex Blockchain Technologies Inc. (Statements of Cash Flows) For the Nine Month Period Ended December 31, 2019 and 2018 (Unaudited) Nine Months Ending December 31, 2019 December 31, 2018 Net Loss $ (292,411) $ (618,491) Adjustments to reconcile net loss to net cash used by operating activities: Disposal of PPE - 744,397 Changes in Assets/Liabilities: Accounts Payable (724) (363,366) Other Liabilities 182,875 (86,657) Cash Used in Operating Activities (110,260) (324,117) Capital Expenditures - (126,732) Cash Used in Investing Activities - (126,732) Proceeds from Director 91,000 142,501 Cash provided by Financing Activities 91,000 142,501 Decrease in Cash (19,260) (308,348) Cash Beginning 41,708 308,387 Cash Ending 22,448 39 Change in Cash for Period $ (19,260) $ (308,348) F-4 (The Accompanying Notes are an Integral Part of These Financial Statements) Vortex Blockchain Technologies Inc. Notes to the Financial Statements (unaudited) NOTE 1 ? NATURE OF OPERATIONS DESCRIPTION OF BUSINESS AND HISTORY Vortex Blockchain Technologies, Inc (the ?Company?) was incorporated on February 14, 2013 in the State of Nevada as UA Granite Corporation, and a reverse merger with Vortex Network, LLC was completed on October 17, 2018. The Company has limited revenue to date and has incurred losses since inception. Currently, the Company is engaged in software and hardware development, bitcoin mining, fintech, cyber security, and A.I., has been issued a going concern opinion, and relies primarily upon the sale of our securities and loans from its CEO and directors to fund operations. GOING CONCERN These financial statements have been prepared on a going concern basis, which implies the Company will continue to meet its obligations and continue its operations for the next fiscal year. Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. As of December 31, 2019, the Company has a working capital deficiency, has generated limited revenues and has accumulated losses since inception. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise some doubt regarding the Company?s ability to continue as a going concern. NOTE 2 ? SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States and are expressed in U.S. dollars. The Company?s fiscal year-end is March 31. USE OF ESTIMATES The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of net revenue and expenses in the reporting period. We regularly evaluate our estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation and deferred income tax asset valuation allowances. We base our estimates and assumptions on current facts, historical experience and various other factors 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 and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by us differ materially and adversely from our estimates. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected. RECLASSIFICATION The 2018 financial statements have been reclassified to conform to the 2019 presentation. F-5 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 2 ? SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ? Continued CASH AND CASH EQUIVALENTS The Company considers all highly liquid instruments with original maturities of three months or less when acquired, to be cash equivalents. We had $22,448 in cash and cash equivalents at December 31, 2019. INCOME TAXES The Company accounts for income taxes under the provisions issued by the FASB which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company computes tax asset benefits for net operating losses carried forward. The potential benefit of net operating losses has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. LOSS PER COMMON SHARE The Company reports net loss per share in accordance with provisions of the FASB. The provisions require dual presentation of basic and diluted loss per share. Basic net loss per share excludes the impact of common stock equivalents. Diluted net loss per share utilizes the average market price per share when applying the treasury stock method in determining common stock equivalents. As of December 31, 2019, there were no common stock equivalents outstanding. FAIR VALUE OF FINANCIAL INSTRUMENTS Pursuant to ASC No. 820, ?Fair Value Measurements and Disclosures?, the Company is required to estimate the fair value of all financial instruments included on its balance sheets as of December 31, 2019. The Company?s financial instruments consist of cash. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments. F-6 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 2 ? SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ? Continued RECENTLY ISSUED ACCOUNTING STANDARDS a) Recently Adopted Accounting Standards In June 2014, ASU guidance was issued to resolve the diversity of practice relating to the accounting for stock based performance awards that the performance target could be achieved after the employee completes the required service period. The update is effective prospectively or retrospectively for annual reporting periods beginning after December 15, 2015. The adoption of the pronouncement did not have a material effect on the Company?s consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The amendments in this Update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. This ASU was effective for annual periods beginning after December 15, 2014. Early adoption is permitted. Accordingly, we have elected to adopt ASU No. 2014-10 on April 1, 2015. b) Recent Accounting Pronouncements In May 2014, ASU guidance was issued related to revenue from contracts with customers. The new standard provides a five-step approach to be applied to all contracts with customers and also requires expanded disclosures about revenue recognition. The ASU is effective for annual reporting periods beginning after December 15, 2017, including interim periods and is to be retrospectively applied. Early application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating this guidance and the impact it will have on its consolidated financial statements. In January 2015, an ASU was issued to simplify the income statement presentation requirements in Subtopic 225-20 by eliminating the concept of extraordinary items. Extraordinary items are events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence. Eliminating the extraordinary classification simplifies income statement presentation by altogether removing the concept of extraordinary items from consideration. This ASU is effective for annual periods beginning after December 15, 2015, including interim periods within those annual periods. An entity may apply this ASU prospectively or retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company does not expect the amendments in this ASU to have any impact on its financial statements. F-7 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 2 ? SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ? Continued RECENTLY ISSUED ACCOUNTING STANDARDS - continued In November 2015, an ASU was issued to simplify the presentation of deferred income taxes. The amendments in this ASU require that deferred tax liabilities and assets be classified as non-current in a classified balance sheet as compared to the current requirements to separate deferred tax liabilities and assets into current and non- current amounts. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. Earlier application is permitted. This ASU may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In February 2016, Topic 842, Leases was issued to replace the leases requirements in Topic 840, Leases. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. Topic 842 will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods and is to be retrospectively applied. Earlier application is permitted. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In March 2016, an ASU was issued to reduce complexity in the accounting for employee share-based payment transactions. One of the simplifications relates to forfeitures of awards. Under current GAAP, an entity estimates the number of awards for which the requisite service period is expected to be rendered and base the accruals of compensation cost on the estimated number of awards that will vest. This ASU permits an entity to make an entity-wide accounting policy election either to estimate the number of forfeitures expected to occur or to account for forfeitures in compensation cost when they occur. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. Earlier application is permitted. The Company is currently evaluating this guidance and the impact it will have on its financial statements. F-8 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 3 ? FAIR VALUE MEASUREMENTS The Company adopted ASC No. 820-10 (ASC 820-10), Fair Value Measurements. ASC 820-10 relates to financial assets and financial liabilities. ASC 820-10 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions. ASC 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in SFAS 13. ASC 820-10 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity?s own assumptions, about market participant assumptions, that are developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820-10 are described below: ? Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ? Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. ? Level 3 Inputs that are both significant to the fair value measurement and unobservable. These inputs rely on management's own assumptions about the assumptions that market participants would use in pricing the asset or liability. (The unobservable inputs are developed based on the best information available in the circumstances and include the Company's own data.) The following presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a non- recurring basis as of December 31, 2019: Level 1: None Level 2: None Level 3: None Total Gain (Losses): None F-9 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 4 - RELATED PARTY TRANSACTIONS A director has advanced funds to the Company for our legal, audit, filing fees, general office administration and operating cash needs. As of December 31, 2019, the director has advanced a total of $91,000. Total advanced funds were made by current director, Craig Bergman, as of December 31, 2019. The advances are without specific terms of repayment. F-10 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 5 - COMMON STOCK As of December 31, 2019, the Company has issued 75,500,000 common shares. No additional shares have been issued since the merger was completed. F-11 Vortex Blockchain Technologies Inc. (Notes to the Financial Statements (unaudited) NOTE 6 ? SUBSEQUENT EVENTS N/A F-12 Item 2. Management?s Discussion and Analysis of Financial Condition and Results of Operations. The following discussion should be read in conjunction with our consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward-looking statements are based upon estimates, forecasts, and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements made by us, or on our behalf. We disclaim any obligation to update forward-looking statements. Overview We were incorporated in the State of Nevada under the name ?UA Granite Corporation? on February 14, 2013. Our Articles of Incorporation initially authorized us to issue up to 75,000,000 shares of common stock, par value $0.00001 per share. On April 30, 2018, upon approval by our Board of Directors and majority stockholders on April 27, 2018, we filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State, with a delayed effective date of May 15, 2018, increasing the number of authorized shares of common stock from 75,000,000 shares to 200,000,000 shares. In connection with the amendment and restatement of our Articles of Incorporation, our Board of Directors and majority stockholders also approved and adopted the Amended and Restated Bylaws of the Company on April 27, 2018. Effective May 31, 2018, pursuant to our Amended and Restated Articles of Incorporation and upon completion of processing by the Financial Industry Regulatory Authority (?FINRA?), we changed the name of our Company from ?UA Granite Corporation? to ?Vortex Blockchain Technologies Inc.? in anticipation of a change of our business plan and direction. Also, effective May 31, 2018, we effected a 15-for-1 forward stock split of all our issued and outstanding common stock, which increased the number of issued and outstanding shares of common stock from 1,400,000 to 21,000,000. We are a development-stage company with limited current revenues and approximately one half million dollars in assets, and we have incurred losses since inception. Our limited start-up operations have consisted of the formation of our Company, development of our business plan, efforts to raise capital and maintaining our public company reporting requirements. In October of 2018 we completed a reverse merger with Vortex Network LLC and are now operating as a cryptocurrency holding company engaged in the business of mining crypto assets. In addition to its mining operation, Vortex is developing a variety of applications in the cryptocurrency space, in both the software and hardware spheres, including cloud mining, blockchain hardware and software development, and a cryptocurrency wallet and exchange. Vortex is also developing software and hardware focusing on cyber security and AI. ? Results of Operations During the nine-month period ended December 31, 2019, we focused on limited bitcoin mining, development of our software and hardware future plans, and satisfying our ongoing obligations as a public reporting company. From February 14, 2013 (the date of our inception) to December 31, 2019, we have earned limited revenues. We expect to continue to incur losses over the next twelve months, or until we are able to fully develop and carry out our business opportunities that enables us to generate sufficient revenues. Comparison of Three Months Ended December 31, 2019 and December 31, 2018 Our operations for the three and nine month periods ended December 31, 2019 and December 31, 2018 can be summarized as follows: Nine Months Ending Three Months Ending December 31, 2019 December 31, 2018 December 31, 2019 December 31, 2018 Revenue $ 41,986 $ 81,200 $ 24,926 $ - Operating Expenses 334,397 699,691 209,070 146,066 Net loss $ (292,411) $ (618,491) $ (184,144) $ (146,066) During the three-month period ended December 31, 2019, we incurred $209,070 in operating expenses, compared to $146,066 in operating expenses during the three-month period ended December 31, 2018. The increase in operating expenses can be attributed to an increase in operations and staffing. We incurred a net loss of $184,144 for the three-month period ended December 31, 2019, compared to a net loss of $146,066 for the three-month period ended December 31, 2018. The increase in net loss over the comparable three-month periods ended December 31, 2019 and 2018 can be attributed insufficient revenue. Liquidity and Capital Resources Balance Sheets As of December 31, 2019, we had $22,448 in cash and total assets of $598,630. As of March 31, 2019, we had $41,708 in cash and total assets of $617,890. The assets are primarily infrastructure and bitcoin mining equipment. As of December 31, 2019, we had total liabilities in the amount of $841,879 compared to total liabilities in the amount of $659,728 as of March 31, 2019. The increase in our total liabilities and working capital deficit is due to sustaining operations with lower revenue. As of December 31, 2019, our accumulated deficit was $1,377,766 compared to an accumulated deficit of $1,085,355 as of March 31, 2019. The change is attributed to insufficient revenues to sustain our level of operations. Cash Flows Cash Used in Operating Activities During the nine-month period ended December 31, 2019, we used $110,260 in cash for operating activities, compared to $324,117 in cash used for operating activities during the nine-month period ended December 31, 2018. The decrease in the amount of cash used for operating activities relates primarily from staff reductions and reduced operations as a result of the merger. Cash Used in Investing Activities During the period from February 14, 2013 (inception) to December 31, 2019, the Company has not engaged in any investing activities. We expect to use cash for investing activities in future periods, when available. Cash Flows from Financing Activities During the nine-month period ended December 31, 2019, we received $91,000 in cash from financing activities, compared to $142,501 in cash received from financing activities during the nine-month period ended December 31, 2018. The proceeds received from financing activities during the nine-month periods ended December 31, 2019 and December 31, 2018 were advances provided by management to support our day-to-day activities. Recent Developments and Future Financing Activities In order to execute on our business strategy, we will require additional working capital. We anticipate that we will require a minimum of approximately $2,500,000 in debt and/or equity financing to proceed with our plan of operations over the next twelve months. As we had negative cash and working capital in the amount of $803,692 as of December 31, 2019, we do not have sufficient working capital to enable us to carry out our operations for the next twelve months. We expect to use debt and/or equity financing to fund operations for the foreseeable future, including, without limitation, the sale of at least $2,500,000 of our capital stock pursuant to a private placement for the purpose of financing the contemplated ongoing operations of the Company and Vortex, as previously disclosed on our Current Report on Form 8-K filed with the SEC on October 22, 2018. Any future sale of additional equity and/or debt securities will result in dilution to current stockholders. We may also seek additional loans where the incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Financing may not be available in amounts or on terms acceptable to us, if at all. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand business operations and could harm our overall business prospects. Off-Balance Sheet Arrangements We have no significant off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders and investors. Critical Accounting Policies Our financial statements are affected by the accounting policies used and the estimates and assumptions made by management during their preparation. A complete listing of these policies is included in Note 2 of the notes to our financial statements for the three-month period ended December 31, 2019. We believe the accounting policies utilized in preparing our financial statements conform to the generally accepted accounting principles in the United States (?US GAAP?). The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. We base our estimates and assumptions on current facts, historical experience and various other factors 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 and the accrual of costs and expenses that are not readily apparent from other sources. By their nature, these estimates are subject to an inherent degree of uncertainty, and actual results could differ from such estimates. The actual results experienced by our Company may differ materially and adversely from our Company?s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Item 3. Quantitative and Qualitative Disclosures About Market Risk. As a ?smaller reporting company?, we are not required to provide the information required by this Item. Item 4. Controls and Procedures. Evaluation of Disclosure Controls and Procedures Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), is recorded, processed, summarized and reported, within the time period specified in the rules and forms of the Securities and Exchange Commission (the ?SEC?). Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer (who is our Principal Executive Officer) and our Chief Financial Officer (who is our Principal Financial Officer and Principal Accounting Officer) to allow for timely decisions regarding required disclosure. Our management, with the participation and under the supervision of our Principal Executive Officer and Principal Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined by Rule 13a-15(e) or 15d-15(e) of the Exchange Act) as of December 31, 2019. Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were not effective as of December 31, 2019 in ensuring that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC?s rules and forms. This conclusion is based on findings that constituted material weaknesses. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our interim financial statements will not be prevented or detected on a timely basis. In performing the above-referenced evaluation, our management identified the following material weaknesses: * Lack of Appropriate Independent Oversight and Audit Committee. We do not have a formal audit committee with a financial expert, and therefore lacks the board oversight role within the financial reporting process. * Insufficient Accounting Resources and Lack of Formal Policies and Procedures Necessary to Adequately Review Significant Accounting Transactions. Our Company has insufficient internal accounting resources and personnel with sufficient knowledge of US GAAP rules and procedures to oversee our financial reporting and procedures. We utilize a third party independent contractor for the preparation of our financial statements. Although the financial statements and footnotes prepared by such third party independent contractor are reviewed by our management, we do not have a formal policy to review significant accounting transactions and the accounting treatment of such transactions. The third party independent contractor is not involved in the day-to-day operations of our Company, and may not be provided information from management on a timely basis to allow for adequate reporting and consideration of certain accounting transactions. * Related Party Transactions. Our Company has no formal process related to the identification and approval of related party transactions. Our management team will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis, and is committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds permit, such as forming an audit committee made up of non- managerial directors. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Changes in Internal Control Over Financial Reporting There were no changes in our internal control over financial reporting that occurred during the quarter ending December 31, 2019 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting. PART II - OTHER INFORMATION Item 1. Legal Proceedings. None. Item 1A. Risk Factors. Not applicable. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Other Information. None. Item 5. Exhibits. Referenc es Description No. 31* Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32* Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002. * Filed herewith. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. VORTEX BLOCKCHAIN TECHNOLOGIES INC. Dated: March 11, 2020 By: /s/ Craig Bergman Name : Craig Bergman Titl e: President, Chief Executive Officer Exhibit 31 CERTIFICATION PURSUANT TO EXCHANGE ACT RULES 13a-14(a) and 15d-14(a), AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Craig Bergman, certify that: 1. I have reviewed this Quarterly Report on Form 10-Q of Vortex Blockchain Technologies Inc. for the period ended December 31, 2019; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; 4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a- 15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d- 15(f)) for the Registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the Registrant?s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the Registrant?s internal control over financial reporting that occurred during the Registrant?s most recent fiscal quarter (the Registrant?s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant?s internal control over financial reporting; and 5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant?s auditors and the audit committee of the Registrant?s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant?s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant?s internal control over financial reporting. Date: March 11, 2020 By: /s/ Craig Bergman Name: Craig Bergman Title: President, Chief Executive Officer Exhibit 32 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Vortex Blockchain Technologies Inc. (the ?Company?) on Form 10-Q for the quarterly period ended December 31, 2019, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), the undersigned certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge: (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. Date: March 11, 2020 By: /s/ Craig Bergman Name: Craig Bergman Title: President, Chief Executive Officer