Delaware
|
84-1070932
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
|
3800 North 28Th Way
|
||
Hollywood, FL
|
33020
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated filer
|
☐
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
X
|
Smaller reporting company
|
X
|
Emerging growth company
|
☐
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
||
Common Stock, par value $0.0001 per share
|
HCMC
|
OTC Pink Marketplace
|
PAGE
|
|
1
|
|
1
|
|
1
|
|
2
|
|
3
|
|
5
|
|
6
|
|
13
|
|
18
|
|
18
|
|
19
|
|
19
|
|
19
|
|
19
|
|
19
|
|
19
|
|
19
|
|
20
|
|
21
|
|
September 30,
2020
|
December 31,
2019
|
||||
ASSETS
|
|||||
CURRENT ASSETS
|
|||||
Cash and cash equivalents
|
$
|
602,318
|
$
|
1,525,415
|
|
Accounts receivable, net
|
85,527
|
65,401
|
|||
Inventories
|
1,785,959
|
1,757,012
|
|||
Prepaid expenses and vendor deposits
|
328,008
|
269,833
|
|||
Investment
|
10,286
|
24,000
|
|||
TOTAL CURRENT ASSETS
|
2,812,098
|
3,641,661
|
|||
Restricted cash
|
4,386,081
|
2,000,000
|
|||
Property and equipment, net of accumulated depreciation
|
258,774
|
332,290
|
|||
Intangible assets, net of accumulated amortization
|
1,346,374
|
1,923,447
|
|||
Goodwill
|
916,000
|
956,000
|
|||
Note receivable
|
319,620
|
343,387
|
|||
Right of use asset – operating lease, net
|
4,234,280
|
4,663,019
|
|||
Other assets
|
89,595
|
146,865
|
|||
TOTAL ASSETS
|
$
|
14,362,822
|
$
|
14,006,669
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|||||
CURRENT LIABILITIES
|
|||||
Accounts payable and accrued expenses
|
$
|
1,090,831
|
$
|
825,860
|
|
Contract liabilities
|
19,400
|
26,823
|
|||
Current portion of line of credit
|
2,000,000
|
2,000,000
|
|||
Current portion of loan payment
|
3,392,466
|
282,344
|
|||
Operating lease liability, current
|
502,289
|
555,959
|
|||
TOTAL CURRENT LIABILITIES
|
7,004,986
|
3,690,986
|
|||
Loan payable, net of current portion
|
965,675
|
869,223
|
|||
Operating lease liability, net of current
|
3,225,215
|
3,544,729
|
|||
TOTAL LIABILITIES
|
11,195,876
|
8,104,938
|
|||
COMMITMENTS AND CONTINGENCIES (SEE NOTE 8)
|
|||||
STOCKHOLDERS’ EQUITY
|
|||||
Series B convertible preferred stock, $1,000 par value per share, 30,000 shares authorized; 20,150 shares issued and outstanding as of September
30, 2020 and December 31, 2019; aggregate liquidation preference of $20.2 million
|
20,150,116
|
20,150,116
|
|||
Common Stock, $0.0001 par value per share, 750,000,000,000 shares authorized; approximately 105.1 and 67.7 billion
shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively
|
10,511,085
|
6,769,849
|
|||
Additional paid-in capital
|
3,953,163
|
7,618,245
|
|||
Accumulated deficit
|
(31,447,418)
|
(28,636,479)
|
|||
TOTAL STOCKHOLDERS’ EQUITY
|
3,166,946
|
5,901,731
|
|||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
14,362,822
|
$
|
14,006,669
|
Three Months Ended
|
Nine Months Ended
|
||||||||||
September 30,
|
September 30,
|
||||||||||
2020
|
2019
|
2020
|
2019
|
||||||||
SALES
|
|||||||||||
Vapor sales, net
|
$
|
594,145
|
$
|
898,229
|
$
|
1,888,480
|
$
|
3,207,530
|
|||
Grocery sales, net
|
2,753,648
|
2,520,101
|
8,804,397
|
8,407,919
|
|||||||
TOTAL SALES, NET
|
3,347,793
|
3,418,330
|
10,692,877
|
11,615,449
|
|||||||
Cost of sales vapor
|
256,461
|
385,208
|
787,998
|
1,337,555
|
|||||||
Cost of sales grocery
|
1,729,213
|
1,629,980
|
5,461,574
|
5,309,567
|
|||||||
GROSS PROFIT
|
1,362,119
|
1,403,142
|
4,443,305
|
4,968,327
|
|||||||
Selling, general and administrative
|
2,195,275
|
2,532,505
|
6,735,815
|
8,057,452
|
|||||||
Impairment of intangible assets
|
380,646
|
-
|
380,646
|
-
|
|||||||
OPERATING EXPENSES
|
2,575,921
|
2,532,505
|
7,116,461
|
8,057,452
|
|||||||
LOSS FROM OPERATIONS
|
(1,213,802)
|
(1,129,363)
|
(2,673,156)
|
(3,089,125)
|
|||||||
OTHER (EXPENSE) INCOME
|
|||||||||||
Gain (loss) on investment
|
(2,571)
|
(12,514)
|
(13,714)
|
(57,514)
|
|||||||
Other expense, net
|
-
|
(146)
|
(100)
|
(838)
|
|||||||
Interest income (expense), net
|
(84,592)
|
(8,280)
|
(123,969)
|
(19,669)
|
|||||||
Total other (expense) income, net
|
(87,163)
|
(20,940)
|
(137,783)
|
(78,021)
|
|||||||
NET LOSS
|
$
|
(1,300,965)
|
$
|
(1,150,303)
|
$
|
(2,810,939)
|
$
|
(3,167,146)
|
|||
NET LOSS PER SHARE-BASIC AND DILUTED
|
$
|
0.00
|
$
|
0.00
|
$
|
0.00
|
$
|
0.00
|
|||
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING-BASIC AND DILUTED
|
102,108,302,961
|
66,929,136,282
|
84,476,736,667
|
66,734,751,470
|
Convertible
Preferred Stock
|
Common Stock
|
Additional
Paid-In
|
Accumulated
|
|||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
||||||||||||||
Balance – July 1, 2020
|
20,150
|
$
|
20,150,116
|
87,558,296,598
|
$
|
8,755,829
|
$
|
5,706,544
|
$
|
(30,146,453)
|
$
|
4,466,036
|
||||||||
Issuance of common stock in connection with cashless exercise of Series A warrants
|
-
|
-
|
17,552,551,418
|
1,755,255
|
(1,755,255)
|
-
|
-
|
|||||||||||||
Stock-based compensation expense
|
-
|
-
|
-
|
-
|
1,875
|
-
|
1,875
|
|||||||||||||
Net loss
|
-
|
-
|
-
|
-
|
-
|
(1,300,965)
|
(1,300,965)
|
|||||||||||||
Balance – September 30, 2020
|
20,150
|
$
|
20,150,116
|
105,110,848,016
|
$
|
10,511,084
|
$
|
3,953,164
|
$
|
(31,447,418)
|
$
|
3,166,946
|
Convertible
Preferred Stock
|
Common Stock
|
Additional
Paid-In
|
Accumulated
|
|||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
||||||||||||||
Balance – July 1, 2019
|
20,150
|
$
|
20,150,116
|
66,645,257,694
|
$
|
6,664,526
|
$
|
7,543,370
|
$
|
(27,853,946)
|
$
|
6,504,066
|
||||||||
Issuance of common stock in connection with cashless exercise of Series A warrants
|
-
|
-
|
53,236,547
|
5,323
|
(3,112)
|
-
|
2,211
|
|||||||||||||
-
|
-
|
1,000,000,000
|
100,000
|
(100,000)
|
-
|
-
|
||||||||||||||
Stock-based compensation expense
|
-
|
-
|
-
|
-
|
147,570
|
-
|
147,570
|
|||||||||||||
Net loss
|
(1,150,303)
|
(1,150,303)
|
||||||||||||||||||
Balance – September 30, 2019
|
20,150
|
$
|
20,150,116
|
67,698,494,241
|
$
|
6,769,849
|
$
|
7,587,828
|
$
|
(29,004,249)
|
$
|
5,503,544
|
Convertible
Preferred Stock
|
Common Stock
|
Additional
Paid-In
|
Accumulated
|
|||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
||||||||||||||
Balance – January 1, 2020
|
20,150
|
$
|
20,150,116
|
67,698,494,244
|
$
|
6,769,849
|
$
|
7,618,245
|
$
|
(28,636,479)
|
$
|
5,901,731
|
||||||||
Issuance of common stock in connection with cashless exercise of Series A warrants
|
-
|
-
|
37,412,353,772
|
3,741,235
|
(3,741,235)
|
-
|
-
|
|||||||||||||
Stock-based compensation expense
|
-
|
-
|
-
|
-
|
76,154
|
-
|
76,154
|
|||||||||||||
Net loss
|
-
|
-
|
-
|
-
|
-
|
(2,810,939)
|
(2,810,939)
|
|||||||||||||
Balance – September 30, 2020
|
20,150
|
$
|
20,150,116
|
105,110,848,016
|
$
|
10,511,084
|
$
|
3,953,164
|
$
|
(31,447,418)
|
$
|
3,166,946
|
Convertible
Preferred Stock
|
Common Stock
|
Additional
Paid-In
|
Accumulated
|
|||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
||||||||||||||
Balance – January 1, 2019
|
20,150
|
$
|
20,150,116
|
66,623,514,522
|
$
|
6,662,351
|
$
|
7,348,390
|
$
|
(25,734,088)
|
$
|
8,426,769
|
||||||||
Issuance of common stock in connection with cashless exercise of Series A warrants
|
-
|
-
|
74,979,719
|
7,498
|
(4,386)
|
-
|
3,112
|
|||||||||||||
Cumulative Effect on adoption of ASC 842
|
-
|
-
|
1,000,000,000
|
100,000
|
(100,000)
|
-
|
-
|
|||||||||||||
Cumulative Effect on adoption of ASC 842
|
-
|
-
|
-
|
-
|
-
|
(103,015)
|
(103,015)
|
|||||||||||||
Stock-based compensation expense
|
-
|
-
|
-
|
-
|
343,824
|
-
|
343,824
|
|||||||||||||
Net loss
|
(3,167,146)
|
(3,167,146)
|
||||||||||||||||||
Balance – September 30, 2019
|
20,150
|
$
|
20,150,116
|
67,698,494,241
|
$
|
6,769,849
|
$
|
7,587,828
|
$
|
(29,004,249)
|
$
|
5,503,544
|
Nine Months Ended September 30,
|
|||||
2020
|
2019
|
||||
OPERATING ACTIVITIES
|
|||||
Net loss
|
$
|
(2,810,939)
|
$
|
(3,167,146)
|
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|||||
Bad debt expense
|
-
|
(3,002)
|
|||
Depreciation and amortization
|
424,020
|
449,071
|
|||
Loss on disposal of assets
|
-
|
25,427
|
|||
Loss on investment
|
13,714
|
57,514
|
|||
Amortization of right-of-use asset
|
428,740
|
459,760
|
|||
Stock-based compensation expense
|
76,154
|
343,824
|
|||
Impairment of intangible assets
|
380,646
|
-
|
|||
Changes in operating assets and liabilities:
|
|||||
Accounts receivable
|
(20,126)
|
12,582
|
|||
Inventories
|
(28,947)
|
(16,606)
|
|||
Prepaid expenses and vendor deposits
|
(58,175)
|
94,110
|
|||
Contract assets
|
-
|
14,400
|
|||
Other assets
|
57,270
|
(3,423)
|
|||
Accounts payable
|
267,220
|
(155,910)
|
|||
Accrued expenses
|
(2,249)
|
(294,211)
|
|||
Contract liabilities
|
(7,423)
|
(268,302)
|
|||
Lease liability
|
(373,184)
|
(402,857)
|
|||
NET CASH USED IN OPERATING ACTIVITIES
|
(1,653,279)
|
(2,854,769)
|
|||
INVESTING ACTIVITIES
|
|||||
Collection of note receivable
|
23,767
|
137,250
|
|||
Purchases of property and equipment
|
(24,663)
|
(12,967)
|
|||
Purchases of patent
|
(89,415)
|
(25,000)
|
|||
NET CASH USED IN INVESTING ACTIVITIES
|
(90,311)
|
99,283
|
|||
FINANCING ACTIVITIES
|
|||||
Proceeds from line of credit
|
-
|
131,540
|
|||
Principal payments on loan payable
|
(209,941)
|
(188,323)
|
|||
Proceeds from paycheck protection program
|
876,515
|
-
|
|||
Proceeds from loan and security agreement
|
2,540,000
|
-
|
|||
NET CASH USED IN FINANCING ACTIVITIES
|
3,206,574
|
(56,783)
|
|||
NET DECREASE IN CASH, CASH EQUIVALENT AND RESTRICTED CASH
|
1,462,984
|
(2,812,269)
|
|||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH— BEGINNING OF PERIOD
|
3,525,415
|
7,061,253
|
|||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — END OF PERIOD
|
$
|
4,988,399
|
$
|
4,248,984
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
|
|||||
Cash paid for interest
|
$
|
161,876
|
$
|
107,646
|
|
|
September 30, 2020
|
|
|
December 31, 2019
|
||
Cash and Cash Equivalent
|
$
|
602,318
|
$
|
1,525,415
|
|||
Restricted cash, non-current portion
|
|
|
4,386,081
|
|
|
|
2,000,000
|
Total cash, cash equivalents and restricted cash
|
|
$
|
4,988,399
|
|
|
$
|
3,525,415
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
2020
|
2019
|
2020
|
2019
|
||||||||
Vapor
|
$
|
594,145
|
$
|
898,229
|
$
|
1,888,480
|
$
|
3,207,530
|
|||
Grocery
|
2,753,648
|
2,520,101
|
8,804,397
|
8,407,919
|
|||||||
Total revenue
|
$
|
3,347,793
|
$
|
3,418,330
|
$
|
10,692,877
|
$
|
11,615,449
|
|||
Retail Vapor
|
$
|
594,145
|
$
|
898,216
|
$
|
1,888,480
|
$
|
3,207,120
|
|||
Retail Grocery
|
2,369,942
|
2,168,645
|
7,707,101
|
7,302,378
|
|||||||
Food service/restaurant
|
248,757
|
291,435
|
823,724
|
949,211
|
|||||||
Online/eCommerce
|
75,009
|
45,927
|
261,158
|
127,129
|
|||||||
Wholesale Grocery
|
59,940
|
14,094
|
12,414
|
29,201
|
|||||||
Wholesale Vapor
|
-
|
13
|
-
|
410
|
|||||||
Total revenue
|
$
|
3,347,793
|
$
|
3,418,330
|
$
|
10,692,877
|
$
|
11,615,449
|
September 30, 2020
|
Useful Lives (Years)
|
Gross
Carrying Amount
|
Accumulated
Amortization
|
Net
Carrying Amount
|
||||||||
Trade names
|
8-10 years
|
$
|
923,000
|
$
|
(418,068)
|
$
|
504,932
|
|||||
Customer relationships
|
4-10 years
|
883,000
|
(420,635)
|
462,365
|
||||||||
Patents
|
10 years
|
359,665
|
(76,650)
|
283,015
|
||||||||
Non-compete
|
4 years
|
174,000
|
(77,938)
|
96,062
|
||||||||
Intangible assets, net
|
$
|
2,339,665
|
$
|
(993,291)
|
$
|
1,346,374
|
December 31, 2019
|
Useful Lives (Years)
|
Gross
Carrying Amount
|
Accumulated
Amortization
|
Net
Carrying Amount
|
||||||||
Trade names
|
8-10 years
|
$
|
993,000
|
(354,203)
|
$
|
638,797
|
||||||
Customer relationships
|
4-10 years
|
1,228,000
|
(293,260)
|
934,740
|
||||||||
Patents
|
10 years
|
270,250
|
(49,027)
|
221,223
|
||||||||
Non-compete
|
4 years
|
174,000
|
(45,313)
|
128,687
|
||||||||
Intangible assets, net
|
$
|
2,665,250
|
$
|
(741,803)
|
$
|
1,923,447
|
Years ending December 31,
|
||
2020 (remaining three months)
|
$
|
98,023
|
2021
|
385,091
|
|
2022
|
369,706
|
|
2023
|
130,841
|
|
2024
|
130,841
|
|
Thereafter
|
231,872
|
|
Total
|
$
|
1,346,374
|
As of September 30,
|
|||||
2020
|
2019
|
||||
Beginning balance as January 1,
|
$
|
26,823
|
$
|
442,630
|
|
Issued
|
33,221
|
50,778
|
|||
Redeemed
|
(39,405)
|
(57,319)
|
|||
Breakage recognized
|
(341)
|
(1,563)
|
|||
Fulfillment of contract
|
(898)
|
(260,198)
|
|||
Ending balance as of September 30,
|
$
|
19,400
|
$
|
174,328
|
Principal
|
Debt Discount
|
Net Amount
|
|||||||
Line of Credit
|
$
|
2,000,000
|
$
|
-
|
$
|
2,000,000
|
|||
Term Loan Credit Agreement
|
870,925
|
-
|
870,925
|
||||||
Paycheck Protection Program
|
880,051
|
-
|
880,051
|
||||||
Loan and Security Agreement ("PPE Loan")
|
2,667,000
|
(66,322)
|
2,600,678
|
||||||
Other debt
|
6,487
|
-
|
6,487
|
||||||
Total debt
|
$
|
6,424,463
|
$
|
(66,322)
|
$
|
6,358,141
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
2020
|
2019
|
2020
|
2019
|
||||||||
Stock-based compensation
|
$
|
1,875
|
$
|
147,570
|
$
|
76,154
|
$
|
343,824
|
As of September 30,
|
||||||||
2020
|
2019
|
|||||||
Preferred stock
|
201,501,000,000
|
201,501,000,000
|
||||||
Stock options
|
68,062,000,000
|
91,062,000,000
|
||||||
Warrants
|
-
|
41,420,000,000
|
||||||
Total
|
269,563,000,000
|
333,983,000,000
|
Three Months Ended September 30,
|
2020 to 2019
|
|||||||
2020
|
2019
|
Change $
|
||||||
SALES
|
||||||||
Vapor sales, net
|
$
|
594,145
|
$
|
898,229
|
$
|
(304,084)
|
||
Grocery sales, net
|
2,753,648
|
2,520,101
|
233,547
|
|||||
TOTAL SALES, NET
|
3,347,793
|
3,418,330
|
(70,537)
|
|||||
Cost of sales vapor
|
256,461
|
385,208
|
(128,747)
|
|||||
Cost of sales grocery
|
1,729,213
|
1,629,980
|
99,233
|
|||||
GROSS PROFIT
|
1,362,119
|
1,403,142
|
(41,023)
|
|||||
OPERATING EXPENSES
|
||||||||
Selling, general and administrative
|
2,195,275
|
2,532,505
|
(337,230)
|
|||||
Impairment of intangible assets
|
380,646
|
-
|
380,646
|
|||||
Total operating expenses
|
2,575,921
|
2,532,505
|
43,416
|
|||||
LOSS FROM OPERATIONS
|
(1,213,802)
|
(1,129,363)
|
(84,439)
|
|||||
OTHER INCOME (EXPENSE)
|
||||||||
Gain (loss) on investment
|
(2,571)
|
(12,514)
|
9,943
|
|||||
Other Income (expense)
|
-
|
(146)
|
146
|
|||||
Interest income (expense)
|
(84,592)
|
(8,280)
|
(76,312)
|
|||||
Total other income (expense), net
|
(87,163)
|
(20,940)
|
(66,223)
|
|||||
NET LOSS
|
$
|
(1,300,965)
|
$
|
(1,150,303)
|
$
|
(150,662)
|
Nine Months Ended September 30,
|
2020 to 2019
|
|||||||
2020
|
2019
|
Change $
|
||||||
SALES
|
||||||||
Vapor sales, net
|
$
|
1,888,480
|
$
|
3,207,530
|
$
|
(1,319,050)
|
||
Grocery sales, net
|
8,804,397
|
8,407,919
|
396,478
|
|||||
TOTAL SALES, NET
|
10,692,877
|
11,615,449
|
(922,572)
|
|||||
Cost of sales vapor
|
787,998
|
1,337,555
|
(549,557)
|
|||||
Cost of sales grocery
|
5,461,574
|
5,309,567
|
152,007
|
|||||
GROSS PROFIT
|
4,443,305
|
4,968,327
|
(525,022)
|
|||||
OPERATING EXPENSES
|
||||||||
Selling, general and administrative
|
6,735,815
|
8,057,452
|
(1,321,637)
|
|||||
Impairment of intangible assets
|
380,646
|
-
|
380,646
|
|||||
Total operating expenses
|
7,116,461
|
8,057,452
|
(940,991)
|
|||||
LOSS FROM OPERATIONS
|
(2,673,156)
|
(3,089,125)
|
415,969
|
|||||
OTHER INCOME (EXPENSE)
|
||||||||
Gain (loss) on investment
|
(13,714)
|
(57,514)
|
43,800
|
|||||
Other income (expense)
|
(100)
|
(838)
|
738
|
|||||
Interest income (expense)
|
(123,969)
|
(19,669)
|
(104,300)
|
|||||
Total other income (expense), net
|
(137,783)
|
(78,021)
|
(59,762)
|
|||||
NET LOSS
|
$
|
(2,810,939)
|
$
|
(3,167,146)
|
$
|
356,207
|
Nine Months Ended September 30,
|
|||||
2020
|
2019
|
||||
Net cash used in operating activities
|
$
|
(1,653,279)
|
$
|
(2,854,769)
|
|
Net cash provided by (used in) investing activities
|
(90,311)
|
99,283
|
|||
Net cash provided by financing activities
|
3,206,574
|
(56,783)
|
|||
$
|
1,462,984
|
$
|
(2,812,269)
|
September 30, 2020
|
December 31, 2019
|
||||
Cash
|
$
|
602,318
|
$
|
1,525,415
|
|
Total assets
|
$
|
14,362,822
|
$
|
14,006,669
|
|
Percentage of total assets
|
4.19%
|
10.89%
|
● |
Failure to have properly documented and designed disclosure controls and procedures and testing of the operating effectiveness of our internal control over financial
reporting
|
● |
Weakness around our purchase orders and inventory write-off procedures
|
● |
Segregation of duties due to lack of personnel
|
● |
We continue to improve the process around inventory controls and throughout the current
year, we are planning to perform a blind-counts for 100% of our overall inventory value with the purpose of validating our inventory records and increasing the staff knowledge around the importance of the new inventory procedures
implemented. In addition, we are transitioning the independent third-party counts to a new company with the purposes of improving the accuracy of the quarterly and yearly counts perform for all retail stores. Due to the Coronavirus pandemic
("COVID-19") that started in early March 2020, the company was not able to conduct any independent third-party counts for the nine
months ended September 30, 2020.
|
● |
Our management has increased its focus on the Company’s purchase order process in order to better manage inventory thereby improving cash management and ultimately
leading to more reliable and precise financial reporting.
|
Exhibit
|
Incorporated by Reference
|
Filed or Furnished
|
||||||||
No.
|
Exhibit Description
|
Form
|
Date
|
Number
|
Herewith
|
|||||
31.1
|
Filed
|
|||||||||
31.2
|
Filed
|
|||||||||
32.1
|
Furnished *
|
|||||||||
32.2
|
Furnished *
|
|||||||||
101.INS
|
XBRL Instance Document
|
Filed
|
||||||||
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
Filed
|
||||||||
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
Filed
|
||||||||
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
Filed
|
||||||||
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
Filed
|
||||||||
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
Filed
|
* |
This exhibit is being furnished rather than filed and shall not be deemed incorporated by reference into any filing, in accordance with Item 601 of Regulation S-K.
|
HEALTHIER CHOICES MANAGEMENT CORP.
|
||
Date: November 17, 2020
|
By:
|
/s/ Jeffrey Holman
|
Jeffrey Holman
|
||
Chief Executive Officer
|
||
Date: November 17, 2020
|
By:
|
/s/ John Ollet
|
John Ollet
|
||
Chief Financial Officer
|
1. | I have reviewed this quarterly report on Form 10-Q of Healthier Choices Management Corp.; |
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. | The registrant’s other certifying officer(s) and I are 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. | The registrant’s other certifying officer(s) and 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. |
/s/ Jeffrey Holman | |
Jeffrey Holman | |
Chief Executive Officer | |
(Principal Executive Officer) |
1. | I have reviewed this quarterly report on Form 10-Q of Healthier Choices Management Corp.; |
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. | The registrant’s other certifying officer(s) and I are 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. | The registrant’s other certifying officer(s) and 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. |
/s/ John Ollet | |
John Ollet | |
Chief Financial Officer | |
(Principal Financial Officer) |
1. | The quarterly 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 quarterly report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ Jeffrey Holman | |
Jeffrey Holman | |
Chief Executive Officer | |
(Principal Executive Officer) |
1. | The quarterly 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 quarterly report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ John Ollet | |
John Ollet | |
Chief Financial Officer | |
(Principal Financial Officer) |