Cannabis Sativa, Inc. Files Q2 2024 10-Q Report

TL;DR

CBDS filed Q2 10-Q, check financials for latest performance.

AI Summary

Cannabis Sativa, Inc. filed its quarterly report on August 14, 2024, for the period ending June 30, 2024. The filing details financial information and operational updates for the second quarter of 2024. The company, formerly known as Ultra Sun Corp, is incorporated in Nevada and operates in the personal services sector.

Why It Matters

This filing provides investors and stakeholders with the latest financial performance and disclosures for Cannabis Sativa, Inc., crucial for understanding the company's current standing and future prospects.

Risk Assessment

Risk Level: medium — As a company in the cannabis sector, Cannabis Sativa, Inc. faces inherent regulatory and market risks, and the 10-Q filing will detail its specific financial health and operational challenges.

Key Players & Entities

• Cannabis Sativa, Inc. (company) — Filer of the 10-Q report
• Ultra Sun Corp (company) — Former name of Cannabis Sativa, Inc.
• August 14, 2024 (date) — Date the 10-Q was filed
• June 30, 2024 (date) — End of the reporting period for the 10-Q

FAQ

Key Financial Figures

• $62,809 — Cash used in operating activities was $62,809 in the six months ended June 30,2024. W
• $61,193 — e ended the second quarter of 2024 with $61,193 in cash on hand. The accompanying cond
• $613,344 — of business. We incurred net losses of $613,344 and $816,437, respectively, for the six
• $816,437 — We incurred net losses of $613,344 and $816,437, respectively, for the six months ended
• $82,659,595 — 2023 and had an accumulated deficit of $82,659,595 as of June 30, 2024. The Company may se

Filing Documents

• cbds-20240630.htm (10-Q) — 568KB
• cbds_ex31z1.htm (EX-31.1) — 12KB
• cbds_ex31z2.htm (EX-31.2) — 12KB
• cbds_ex32z1.htm (EX-32.1) — 4KB
• cbds_ex32z2.htm (EX-32.2) — 4KB
• 0001096906-24-001698.txt ( ) — 2764KB
• cbds-20240630_cal.xml (EX-101.CAL) — 28KB
• cbds-20240630_def.xml (EX-101.DEF) — 81KB
• cbds-20240630_lab.xml (EX-101.LAB) — 157KB
• cbds-20240630_pre.xml (EX-101.PRE) — 146KB
• cbds-20240630.xsd (EX-101.SCH) — 29KB
• cbds-20240630_htm.xml (XML) — 267KB

—FINANCIAL INFORMATION

PART I—FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements. Attached after signature page.

Cybersecurity

Item 1C. Cybersecurity We recognize the critical importance of developing, implementing, and maintaining robust cybersecurity measures to safeguard our information systems and protect the confidentiality, integrity, and availability of our data. We currently have security measures in place to protect our clients, customers, employees, and vendor information and prevent data loss and other security breaches. We only use third party software for accounting, billing and payroll that has robust compliance and is actively involved in continuous assessment of risks from cybersecurity threats, including prevention, mitigation, detection, and remediation of cybersecurity incidents. Our CEO is responsible for overseeing our business operations and is responsible for day-to-day assessment and confers weekly with subsidiary webmaster to understand any risks from cybersecurity threats, including the prevention, mitigation, detection, and remediation of cybersecurity incidents. As our core operations are virtual, it is routine to undertake activities to prevent, detect, and minimize the effects of cybersecurity incidents, maintain business continuity, contingency, and have recovery plans for use in the event of a cybersecurity incident by the administering of local and cloud based back up of files and emails. We currently do not carry a cyber liability insurance policy but are evaluating whether to acquire one to mitigate any financial impact of a cybersecurity breach.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Certain statements in this Report constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Factors that might cause such a difference include, among others, uncertainties relating to general economic and business conditions; industry trends; changes in demand for our products and services; uncertainties relating to customer plans and commitments and the timing of orders received from customers; announcements or changes in our pricing policies or that of our competitors; unanticipated delays in the development, market acceptance or installation of our products and services; changes in government regulations; availability of management and other key personnel; availability, terms, and deployment of capital; relationships with third-party equipment suppliers; and worldwide political stability and economic growth. The words "believe," "expect," "anticipate," "intend" and "plan" and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. 3 Results of Operations Three Months Ended June 30, 2024, compared with the Three Months Ended June 30, 2023 Three Months Ended A B A-B June 30, June 30, Change Change % 2024 2023 REVENUE $ 234,391 $ 323,197 $ (88,806) (27) % Cost of revenues 84,102 120,608 (36,506) (30) % Cost of sales % of total sales 36 % 37 % (1) % Gross profit 150,289 202,589 (52,300) (26) % Gross profit % of sales 64 % 63 % EXPENSES Professional fees 91,597 108,757 (17

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk. Not required.

Controls and Procedures

Item 4. Controls and Procedures. Disclosure Controls and Procedures Conclusions of Management Regarding Effectiveness of Disclosure Controls and Procedures At the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of the Company's management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the design and operations of the Company's disclosure controls and procedures (as defined in Rule 13a – 15(e) and Rule 15d – 15(e) under the Exchange Act). Based on that evaluation, the CEO and the CFO have concluded that as of the end of the period covered by this report, the Company's disclosure controls and procedures were not effective as it was determined that there were material weaknesses affecting our disclosure controls and procedures. Management of the Company believes that these material weaknesses are due to the small size of the company's accounting staff. The small size of the Company's accounting staff may prevent adequate controls in the future, such as segregation of duties, due to the cost/benefit of remediation. To mitigate the current limited resources and limited employees, we rely heavily on direct management oversight of transactions, along with the use of external legal and accounting professionals. As the Company grows, management expects to increase the number of employees, which will enable us to implement adequate segregation of duties within the internal control framework. Changes in Internal Control over Financial Reporting There was no change in our internal control over financial reporting during the quarter ended June 30, 2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

– OTHER INFORMATION

PART II – OTHER INFORMATION

Legal Proceedings

Item 1. Legal Proceedings. We are not a party to any material legal proceedings, and, to the best of our knowledge, no such legal proceedings have been threatened against us.

Risk Factors

Item 1A. Risk Factors Not required.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. None

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities. None. 6

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable.

Other Information

Item 5. Other Information. None.

Exhibits

Item 6. Exhibits. The following documents are included as exhibits to this report: (a) Exhibits Exhibit Number SEC Reference Number Title of Document Notes 3.1 3 Articles of Incorporation (1) 3.2 3 Bylaws (1) 31.1 31 Section 302 Certification of Principal Executive Officer 31.2 31 Section 302 Certification of Principal Financial Officer 32.1 32 Section 1350 Certification of Principal Executive Officer 32.2 32 Section 1350 Certification of Principal Financial Officer 101.INS XBRL Instance Document (2) 101.SCH XBRL Taxonomy Extension Schema (2) 101.CAL XBRL Taxonomy Extension Calculation Linkbase (2) 101.DEF XBRL Taxonomy Extension Definition Linkbase (2) 101.LAB XBRL Taxonomy Extension Label Linkbase (2) 101.PRE XBRL Taxonomy Extension Presentation Linkbase (2) (1) Incorporated by reference to Exhibits 3.01 and 3.02 of the Company's Registration Statement on Form 10 filed January 28, 2009. (2) XBRL information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934, and is not subject to liability under those sections, is not part of any registration statement or prospectus to which it relates and is not incorporated or deemed to be incorporated by reference into any registration statement, prospectus or other document. 7

SIGNATURES

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. Cannabis Sativa, Inc. Date: August 13, 2024 By: /s/ David Tobias David Tobias Principal Executive Officer Principal Financial Officer 8 CANNABIS SATIVA, INC. Contents Page

FINANCIAL STATEMENTS - UNAUDITED – for the three and six months ended June 30, 2024 and 2023

FINANCIAL STATEMENTS - UNAUDITED – for the three and six months ended June 30, 2024 and 2023: Condensed consolidated balance sheets FS-2 Condensed consolidated statements of operations FS-3 Condensed consolidated statements of changes in stockholders' equity FS-4 Condensed consolidated statements of cash flows FS-5 Notes to condensed consolidated financial statements FS-6 through FS-13 FS - 1 CANNABIS SATIVA, INC. CONDENSED CONSOLIDATED BALANCE SHEETS - UNAUDITED June 30, December 31, 2024 2023 ASSETS Current Assets Cash $ 61,193 $ 83,762 Investment in equity securities, at fair value 25,500 66,000 Right of use asset - 10,232 Total Current Assets 86,693 159,994 Advances to related party 75,054 75,054 Property and equipment, net 2,299 2,436 Intangible assets, net 4,669 7,259 Goodwill 1,775,811 1,775,811 Total Assets $ 1,944,526 $ 2,020,554 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable and accrued expenses $ 141,841 $ 175,066 Operating lease liability, current - 10,232 Accrued interest - related parties 20,353 20,130 Fair value of convertible component in convertible loans 174,490 - Convertible notes payable 230,560 118,818 Notes payable to related parties 197,410 161,170 Total Current Liabilities 764,654 485,416 Long-term liabilities Stock payable 883,392 777,747 Total Liabilities 1,648,046 1,263,163 Commitments and contingencies (Notes 6 and 8) Stockholders' Equity Common stock $ 0.001 par value; 495,000,000 shares authorized; 103,014,672 and 88,814,037 shares issued and outstanding, respectively 103,015 88,815 Additional paid-in capital 81,530,429 81,392,196 Accumulated deficit ( 82,659,595 ) ( 82,083,492 ) Total Cannabis Sativa, Inc. Stockholders' Deficit ( 1,026,151 ) ( 602,481 ) Non-Controlling Interest 1,322,631 1,359,872 Total Stockholders' Equity 296,480 757,391 Tot

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Six Months Ended June 30, 2024 and 2023 1. Organization and Summary of Significant Accounting Policies Nature of Business: Cannabis Sativa, Inc. (the "Company," "us", "we" or "our") was incorporated as Ultra Sun Corp. under the laws of Nevada in November 2004. On November 13, 2013, we changed our name to Cannabis Sativa, Inc. We operate through several subsidiaries including: PrestoCorp, Inc. ("PrestoCorp") Wild Earth Naturals, Inc. ("Wild Earth") Kubby Patent and Licenses Limited Liability Company ("KPAL") Hi Brands, International, Inc. ("Hi Brands") Eden Holdings LLC ("Eden"). PrestoCorp is a 51% owned subsidiary. Wild Earth, KPAL, Hi Brands, and Eden are wholly owned subsidiaries. At June 30, 2024 and December 31, 2023, PrestoCorp is the sole operating subsidiary. Our primary operations for the six months ended June 30, 2024 were through PrestoCorp, which provides telemedicine online referral services for customers desiring medical marijuana cards in states where medical marijuana has been legalized. The Company is actively seeking new business opportunities for acquisition and is continually reviewing opportunities for product and brand development through our Wild Earth, Hi Brands, and KPAL subsidiaries. Basis of Presentation Operating results for the three and six months ended June 30, 2024, may not be indicative of the results expected for the full year ending December 31, 2024. For further information, refer to the financial statements and notes thereto in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The interim financial statements should be read in conjunction with audited financial statements and related footnotes set forth in our annual report filed on Form 10-K for the year ended December 31, 2023, as filed with the United States Securities and Exchange Commission on May 14, 2024. In the opinion of management, the accompanying unaudited condensed

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Six Months Ended June 30, 2024 and 2023 Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant estimates and assumptions by management affect the allowance for doubtful accounts, the carrying value of long-lived assets (including goodwill and intangible assets), the provision for income taxes and related deferred tax accounts, certain accrued liabilities, revenue recognition, contingencies, and the value attributed to stock-based awards. Net Loss per Share: Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period and contains no dilutive securities. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of the Company. Potentially dilutive shares are excluded from the calculation of diluted net loss per share because the effect is anti-dilutive. For the six months ended June 30, 2024 and December 31, 2023 the Company had -0- and 50,000 outstanding warrants, respectively, and -0- shares of convertible preferred stock, respectively, that would be dilutive to future periods net income if converted. Reclassifications Certain amounts in the prior year financial statements have been reclassified to conform with current year presentation. The reclassifications made to the prior year have no impact on net income or overall presentation of the financial statements. Recent Accounting Pronouncement: Accounting Standards Updates Adopted In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2019-12 Debt with Conversion and Other Option

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Six Months Ended June 30, 2024 and 2023 2. Intangibles and Goodwill The Company considers all intangibles to be definite-lived assets with lives of 5 to 10 years. Intangibles consisted of the following at June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 CBDS.com website (Cannabis Sativa) $ 13,999 $ 13,999 Intellectual Property Rights (PrestoCorp) 240,000 240,000 Patents and Trademarks (KPAL) 1,281,411 1,281,411 Total Intangibles 1,535,410 1,535,410 Less: Accumulated Amortization ( 1,530,741 ) ( 1,528,151 ) Net Intangible Assets $ 4,669 $ 7,259 Amortization expense for the three and six months ended June 30, 2024 and 2023 was $ 233 (2023: $ 37,921 ) and $ 2,590 (2023: $ 75,842 ), respectively. Amortization of intangibles through 2029 is: July 1, 2024 to June 30, 2025 $ 932 July 1, 2025 to June 30, 2026 932 July 1, 2026 to June 30, 2027 932 July 1, 2027 to June 30, 2028 932 July 1, 2028 to June 30, 2029 932 Goodwill in the amount of $ 3,010,202 was re

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