Investview, Inc. - Quarter Report: 2019 September (Form 10-Q)

U.S. Securities and Exchange Commission

Washington, DC 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

September 30, 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 000-27019

Investview, Inc.

(Exact name of registrant as specified in its charter)

Nevada

87-0369205

(State or other jurisdiction

of incorporation)

(I.R.S. Employer

Identification No.)

234 Industrial Way West, Ste A202

Eatontown, New Jersey 07724

(Address of principal executive offices)

12 South 400 West

Salt Lake City, Utah 84101

(Former address of principal executive offices)

Issuer’s telephone number: 732-889-4300

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

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

[X]

[ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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

[X]

[ ]

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.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ]	Smaller reporting company [X]
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 Act).

Yes

[ ]

[X]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of November 12, 2019, there were 2,730,271,816 shares of common stock, $0.001 par value, outstanding.

INVESTVIEW, INC.

Form 10-Q for the Three and Six Months Ended September 30, 2019

Table of Contents

PART I – FINANCIAL INFORMATION	3
ITEM 1 – FINANCIAL STATEMENTS	3
Condensed Consolidated Balance Sheets as of September 30, 2019 (Unaudited) and March 31, 2019	3
Condensed Consolidated Statements of Operations and Other Comprehensive Income for the Three and Six Months Ended September 30, 2019 and 2018 (Unaudited)	4
Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Six Months Ended September 30, 2019 and 2018 (Unaudited)	5
Condensed Consolidated Statements of Cash Flows for the Six Months Ended September 30, 2019 and 2018 (Unaudited)	6
ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	23
ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	27
ITEM 4 – CONTROLS AND PROCEDURES	27
PART II – OTHER INFORMATION	28
ITEM 1 – LEGAL PROCEEDINGS	28
ITEM 1.A – RISK FACTORS	28
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	28
ITEM 3 – DEFAULTS UPON SENIOR SECURITIES	28
ITEM 4 – MINE SAFETY DISCLOSURES	28
ITEM 5 – OTHER INFORMATION	28
ITEM 6 – EXHIBITS	29
SIGNATURE PAGE	30

PART I – FINANCIAL INFORMATION

ITEM 1 – FINANCIAL STATEMENTS

INVESTVIEW, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30, 2019			March 31, 2019
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	1,258,173		$	133,644
Prepaid assets		4,589,734			6,685,970
Receivables		743,533			724,995
Short-term advances		110,000			10,000
Short-term advances - related party		10,500			500
Other current assets		620,468			142,061
Total current assets		7,332,408			7,697,170

Fixed assets, net		1,697,637			13,528

Other assets:
Intangible assets, net		1,407,146			1,576,685
Long term license agreement, net		1,907,814			1,983,220
Operating lease right-of-use asset		125,352			-
Deposits		7,630			4,500
Total other assets		3,447,942			3,564,405

Total assets	$	12,477,987		$	11,275,103

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued liabilities	$	3,777,340		$	3,008,836
Payroll liabilities		17,136			888,177
Customer advance		3,713,476			265,000
Deferred revenue		1,781,742			1,876,727
Derivative liability		622,880			1,358,901
Operating lease liability, current		59,450			-
Other current liabilities		2,676,000			-
Related party payables, net of discounts		884,703			545,489
Debt, net of discounts		1,613,152			1,977,030
Total current liabilities		15,145,879			9,920,160

Operating lease liability, long term		68,235			-
Other long term liabilities, net		853,296			-
Total long term liabilities		921,531			-

Total liabilities		16,067,410			9,920,160

Commitments and contingencies		-			-

Stockholders’ equity (deficit):
Preferred stock, par value: $0.001; 10,000,000 shares authorized, none issued and outstanding as of September 30, 2019 and March 31, 2019		-			-
Common stock, par value $0.001; 10,000,000,000 shares authorized; 2,710,871,816 and 2,640,161,318 shares issued and outstanding as of September 30, 2019 and March 31, 2019, respectively		2,710,872			2,640,161
Additional paid in capital		23,575,406			23,758,917
Accumulated other comprehensive income (loss)		(19,197	)		1,363
Accumulated deficit		(29,856,504	)		(25,096,983	)
Total Investview stockholders’ equity (deficit)		(3,589,423	)		1,303,458
Noncontrolling interest		-			51,485
Total stockholders’ equity (deficit)		(3,589,423	)		1,354,943

Total liabilities and stockholders’ equity (deficit)	$	12,477,987		$	11,275,103

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

INVESTVIEW, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME

(Unaudited)

	Three Months Ended September 30,						Six Months Ended September 30,
	2019			2018			2019			2018

Revenue:
Subscription revenue, net of refunds, incentives, credits, and chargebacks	$	7,236,755		$	7,719,857		$	14,748,468		$	13,831,246
Cryptocurrency mining service revenue, net of refunds and amounts paid to supplier		-			377,891			-			1,778,323
Fee revenue		5,369			-			5,369			-
Total revenue, net		7,242,124			8,097,748			14,753,837			15,609,569

Operating costs and expenses:
Cost of sales and service		289,045			201,445			532,498			430,997
Commissions		4,347,177			6,047,907			9,216,147			12,229,266
Selling and marketing		401,979			224,432			814,467			525,406
Salary and related		2,567,592			1,123,682			3,711,446			2,016,202
Professional fees		346,337			597,525			655,783			1,070,596
General and administrative		1,363,113			1,040,522			2,721,756			1,980,306
Total operating costs and expenses		9,315,243			9,235,513			17,652,097			18,252,773

Net loss from operations		(2,073,119	)		(1,137,765	)		(2,898,260	)		(2,643,204	)

Other income (expense):
Gain (loss) on debt extinguishment		1,281,477			-			1,281,477			19,387
Gain (loss) on fair value of derivative liability		2,358,447			-			599,257			-
Gain (loss) on bargain purchase		-			2,005,282			-			2,005,282
Gain (loss) on deconsolidation		-			-			53,739			-
Realized gain (loss) on cryptocurrency		(1,077	)		(6,278	)		(667	)		17,454
Unrealized gain (loss) on cryptocurrency		(122,080	)		(4,244	)		25,330			95,926
Interest expense		(1,944,640	)		(4,147	)		(2,490,637	)		(4,147	)
Interest expense, related parties		(1,251,094	)		(5,000	)		(1,251,094	)		(5,000	)
Other income (expense)		358			77			(71,284	)		(1,843	)
Total other income (expense)		321,391			1,985,690			(1,853,879	)		2,127,059

Income (loss) before income taxes		(1,751,728	)		847,925			(4,752,139	)		(516,145	)
Income tax expense		(1,838	)		(31,146	)		(7,382	)		(42,189	)

Net income (loss)		(1,753,566	)		816,779			(4,759,521	)		(558,334	)
Less: net income (loss) attributable to the noncontrolling interest		-			(16,788	)		-			(33,012	)

Net income (loss) attributable to Investview stockholders	$	(1,753,566	)	$	833,567		$	(4,759,521	)	$	(525,322	)

Income (loss) per common share, basic and diluted	$	(0.00	)	$	0.00		$	(0.00	)	$	(0.00	)

Weighted average number of common shares outstanding, basic and diluted		2,840,281,449			2,169,661,318			2,748,911,300			2,189,508,313

Other comprehensive income, net of tax:
Foreign currency translation adjustments	$	(1,585	)	$	123		$	(20,560	)	$	3,741
Total other comprehensive income		(1,585	)		123			(20,560	)		3,741
Comprehensive income (loss)		(1,755,151	)		816,902			(4,780,081	)		(554,593	)
Less: comprehensive income attributable to the noncontrolling interest		1,585			(123	)		-			(3,741	)
Comprehensive income (loss) attributable to Investview shareholders	$	(1,753,566	)	$	816,779		$	(4,780,081	)	$	(558,334	)

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

INVESTVIEW, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

										Accumulated
							Additional			Other
	Common stock						Paid in			Comprehensive			Accumulated			Noncontrolling
	Shares			Amount			Capital			Income			Deficit			Interest			Total
Balance, March 31, 2018		2,169,661,318		$	2,169,661		$	16,137,945		$	(2,483	)	$	(20,085,947	)	$	18,544		$	(1,762,280	)
Foreign currency translation adjustment		-			-			-			3,618			-			-			3,618
Net income (loss)		-			-			-			-			(1,375,113	)		(16,224	)		(1,391,337	)
Balance, June 30, 2018		2,169,661,318			2,169,661			16,137,945			1,135			(21,461,060	)		2,320			(3,149,999	)
Common stock issued for acquisition		50,000,000			50,000			1,050,000			-			-			-			1,100,000
Common stock issued for services and compensation		1,000,000			1,000			9,000			-			-			-			10,000
Common stock repurchase		(7,000,000	)		(7,000	)		(84,000	)		-			-			-			(91,000	)
Foreign currency translation adjustment		-			-			-			123			-			-			123
Net income (loss)		-			-			-			-			849,791			(16,788	)		833,003
Balance, September 30, 2018		2,213,661,318		$	2,213,661		$	17,112,945		$	1,258		$	(20,611,269	)	$	(14,468	)	$	(1,297,873	)

Balance, March 31, 2019		2,640,161,318		$	2,640,161		$	23,758,917		$	1,363		$	(25,096,983	)	$	51,485		$	1,354,943
Common stock issued for cash		39,215,648			39,216			285,784			-			-			-			325,000
Offering costs		-			-			101,387			-			-			-			101,387
Deconsolidation of Kuvera LATAM		-			-			-			-			-			(51,485	)		(51,485	)
Foreign currency translation adjustment		-			-			-			(18,975	)		-			-			(18,975	)
Net income (loss)		-			-			-			-			(3,005,955	)		-			(3,005,955	)
Balance, June 30, 2019		2,679,376,966			2,679,377			24,146,088			(17,612	)		(28,102,938	)		-			(1,295,085	)
Common stock issued for cash		13,000,000			13,000			312,000			-			-			-			325,000
Common stock issued for services and compensation		241,000,000			241,000			1,274,915			-			-			-			1,515,915
Common stock repurchase		(5,150	)		(5	)		(97	)		-			-			-			(102	)
Common stock cancelled		(222,500,000	)		(222,500	)		(3,157,500	)		-			-			-			(3,380,000	)
Beneficial conversion feature		-			-			1,000,000			-			-			-			1,000,000
Foreign currency translation adjustment		-			-			-			(1,585	)		-			-			(1,585	)
Net income (loss)		-			-			-			-			(1,753,566	)		-			(1,753,566	)
Balance, September 30, 2019		2,710,871,816		$	2,710,872		$	23,575,406		$	(19,197	)	$	(29,856,504	)	$	-		$	(3,589,423	)

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

INVESTVIEW INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended September 30,
	2019			2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(4,759,521	)	$	(558,334	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation		36,007			3,020
Amortization of debt discount		1,892,791			75,406
Amortization of long-term license agreement		75,406			112,613
Amortization of intangible assets		169,539			-
Stock issued for services and compensation		1,515,915			3,333
Loan fees on new borrowings		841,140			-
(Gain) loss on bargain purchase		-			(2,005,282	)
(Gain) loss on deconsolidation		(53,739	)		-
(Gain) loss on debt extinguishment		(1,281,477	)		(19,387	)
(Gain) loss on fair value of derivative liability		(599,257	)		-
Realized (gain) loss on cryptocurrency		667			(17,454	)
Unrealized (gain) loss on cryptocurrency		(25,330	)		(95,926	)
Changes in operating assets and liabilities:
Receivables		(18,538	)		114,327
Prepaid assets		(1,283,764	)		(4,749	)
Short-term advances		(100,000	)		-
Short-term advances from related parties		(10,000	)		36,010
Other current assets		(517,051	)		583,177
Deposits		(3,130	)		-
Accounts payable and accrued liabilities		851,621			(675,065	)
Payroll liabilities		(871,041	)		-
Customer advance		3,448,476			265,000
Deferred revenue		(94,985	)		383,417
Other liabilities		3,529,296			-
Accrued interest		131,799			4,147
Accrued interest, related parties		649,999			5,000
Net cash provided by (used in) operating activities		3,524,823			(1,790,747	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash received in acquisition		-			3,740
Cash paid for fixed assets		(1,720,116	)		-
Net cash provided by (used in) investing activities		(1,720,116	)		3,740

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related parties		1,459,500			894,000
Repayments for related party payables		(1,369,500	)		(201,500	)
Proceeds from debt		1,322,651			670,000
Repayments for debt		(2,745,024	)		(142,000	)
Payments for share repurchase		(102	)		(91,000	)
Proceeds from the sale of stock		650,000			-
Net cash provided by (used in) financing activities		(682,475	)		1,129,500

Effect of exchange rate translation on cash		2,297			(3,370	)

Net increase (decrease) in cash and cash equivalents		1,124,529			(660,877	)
Cash and cash equivalents-beginning of period		133,644			1,490,686
Cash and cash equivalents-end of period	$	1,258,173		$	829,809

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest	$	51,000		$	-
Income taxes	$	7,382		$	42,189
Non cash investing and financing activities:
Common stock issued for acquisition	$	-		$	1,100,000
Beneficial conversion feature	$	1,000,000		$	-
Stock issued for prepaid services	$	-		$	6,667
Cancellation of shares	$	3,380,000		$	-
Changes in equity for offering costs accrued	$	101,387		$	-
Derivative liability recorded as a debt discount	$	365,000		$	-
Recognition of lease liability and ROU asset at lease commencement	$	131,244		$	-

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

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Organization

Investview, Inc. was incorporated on January 30, 1946, under the laws of the state of Utah as the Uintah Mountain Copper Mining Company. In January 2005 the Company changed domicile to Nevada, and changed its name to Voxpath Holding, Inc. In September of 2006 the Company merged The Retirement Solution Inc. through a Share Purchase Agreement into Voxpath Holdings, Inc. and then changed its name to TheRetirementSolution.Com, Inc. In October 2008 the Company changed its name to Global Investor Services, Inc., before changing its name to Investview, Inc., on March 27, 2012.

On March 31, 2017, we entered into a Contribution Agreement with the members of Wealth Generators, LLC, a limited liability company (“Wealth Generators”), pursuant to which the Wealth Generators members agreed to contribute 100% of the outstanding securities of Wealth Generators in exchange for an aggregate of 1,358,670,942 shares of our common stock. The closing of the Contribution Agreement was effective April 1, 2017, and Wealth Generators became our wholly owned subsidiary and the former members of Wealth Generators became our stockholders and control the majority of our outstanding common stock.

On June 6, 2017, we entered into an Acquisition Agreement with Market Trend Strategies, LLC, a company whose members are also former members of our management. Under the Acquisition Agreement, we spun-off our operations that existed prior to the merger with Wealth Generators and sold the intangible assets used in those pre-merger operations in exchange for Market Trend Strategies’ assumption of $419,139 in pre-merger liabilities.

On February 28, 2018, we filed a name change for Wealth Generators, LLC to Kuvera, LLC (“Kuvera”) and on May 7, 2018 we established WealthGen Global, LLC as a Utah limited liability company and a wholly owned subsidiary of Investview, Inc.

On July 20, 2018, we entered into a Purchase Agreement with United Games Marketing LLC, a Utah limited liability company, to purchase its wholly owned subsidiaries United Games, LLC and United League, LLC for 50,000,000 shares of our common stock.

On November 12, 2018, we established Kuvera France, S.A.S. to handle sales of our financial education and research in the European Union.

On December 30, 2018, our wholly owned subsidiary S.A.F.E. Management, LLC received its registration and disclosure approval from the National Futures Association. S.A.F.E. Management, LLC is now a New Jersey State Registered Investment Adviser, Commodities Trading Advisor, Commodity Pool Operator, and approved for over the counter FOREX advisory services.

On January 17, 2019 we renamed our non-operating wholly owned subsidiary WealthGen Global, LLC to SafeTek, LLC, a Utah Limited Liability Company.

Effective July 22, 2019 we renamed our non-operating wholly owned subsidiary Razor Data, LLC to APEX Tek, LLC, a Utah Limited Liability Company.

Nature of Business

Investview owns a number of companies that each operate independently but are accretive to one another. Investview is establishing a portfolio of wholly owned subsidiaries delivering leading edge technologies, services and research, dedicated primarily to the individual consumer. Following is a description of each of our companies.

Kuvera, LLC provides research, education, and investment tools designed to assist the self-directed investor in successfully navigating the financial markets. These services include research, trade alerts, and live trading rooms that include instruction in equities, options, FOREX, ETFs, binary options, crowdfunding and cryptocurrency sector education. In addition to trading tools and research, we also offer full education and software applications to assist the individual in debt reduction, increased savings, budgeting, and proper tax management. Each product subscription includes a core set of trading tools/research along with the personal finance management suite to provide an individual with complete access to the information necessary to cultivate and manage his or her financial situation. Different packages are available through a monthly subscription that can be cancelled at any time at the discretion of the customer. A unique component of the product marketing plan is the distribution method whereby all subscriptions are sold via current participating customers who choose to distribute and sell the services by participating in the bonus plan. The bonus plan participation is purely optional but enables individuals to create an additional income stream to further support their personal financial goals and objectives.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Kuvera France S.A.S. is our entity in France that will distribute Kuvera products and services throughout the European Union.

S.A.F.E. Management, LLC is a Registered Investment Adviser and Commodity Trading Adviser that has been established to deliver automated trading strategies to individuals who find they lack the time to trade for themselves.

United League, LLC owns a number of proprietary technologies including FIREFAN a social app for sports enthusiasts. Technologies created to support any of the Investview companies are held under the United League structure.

United Games, LLC is the distribution network for United League technologies. Since the acquisition of United Games in July of 2018, we are working to combine the distributors of Kuvera and United Games. This is an on-going process that is not yet complete.

SafeTek, LLC (formerly WealthGen Global, LLC) is a new addition that we are currently establishing for expansion plans in the high-speed processing and cloud computing environment.

Apex Tek, LLC (formerly Razor Data, LLC) is the sales and distribution company for APEX packages and technology. It offers a unique passive income model for those interested in earning through the purchase and leaseback of high-speed specialized data processing equipment.

Investment Tools & Training, LLC currently has no operations or activities.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations (Regulation S-X) of the Securities and Exchange Commission (the “SEC”) and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the six months ended September 30, 2019, are not necessarily indicative of the operating results that may be expected for the year ending March 31, 2020. These unaudited condensed consolidated financial statements should be read in conjunction with the March 31, 2019 consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended March 31, 2019.

Principles of Consolidation

The consolidated financial statements include the accounts of Investview, Inc., and our wholly owned subsidiaries, Kuvera, LLC, Investment Tools & Training, LLC, Apex Tek, LLC (formerly Razor Data, LLC), S.A.F.E. Management, LLC, SafeTek, LLC (formerly WealthGen Global, LLC), United Games, LLC, United League, LLC, and Kuvera France S.A.S. Through March 31, 2019 we had determined that one affiliated entity, Kuvera LATAM S.A.S., which we previously conducted business with, was a variable interest entity and we were the primary beneficiary of the entity’s activities, which are similar to those of Kuvera, LLC. As a result, through March 31, 2019 we had consolidated the accounts of this variable interest entity into the accompanying consolidated financial statements. Further, because the Company did not have any ownership interest in this variable interest entity, the Company had allocated the contributed capital in the variable interest entity as a component of noncontrolling interest. As of April 1, 2019 Kuvera LATAM S.A.S. had no operations and ceased to exist, therefore, as of that date, no consolidation of the entity is necessary and we recorded a gain on deconsolidation of $53,739 to eliminate the intercompany account with Kuvera LATAM S.A.S. All intercompany transactions and balances have been eliminated in consolidation.

Financial Statement Reclassification

Certain account balances from prior periods have been reclassified in these consolidated financial statements to conform to current period classifications.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Use of Estimates

The preparation of these unaudited condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Foreign Exchange

We have consolidated the accounts of Kuvera France S.A.S. into our consolidated financial statements and have consolidated the accounts of Kuvera LATAM S.A.S. through March 31, 2019. The operations of Kuvera France S.A.S. are conducted in France and its functional currency is the Euro. The operations of Kuvera LATAM S.A.S. were conducted in Colombia and its functional currency was the Colombian Peso.

The financial statements of Kuvera France S.A.S. and Kuvera LATAM S.A.S. are prepared using their respective functional currency and have been translated into U.S. dollars (“USD”). Assets and liabilities are translated into USD at the applicable exchange rates at period-end. Stockholders’ equity is translated using historical exchange rates. Revenue and expenses are translated at the average exchange rates for the period. Any translation adjustments are included as foreign currency translation adjustments in accumulated other comprehensive income in our stockholders’ equity (deficit).

The following rates were used to translate the accounts of Kuvera France S.A.S. and Kuvera LATAM S.A.S. into USD at the following balance sheet dates.

	September 30, 2019		March 31, 2019
Euro to USD		1.09176		1.12200
Colombian Peso to USD		n/a		0.00031

The following rates were used to translate the accounts of Kuvera France S.A.S. and Kuvera LATAM S.A.S. into USD for the following operating periods.

	Six Months Ended September 30,
	2019		2018
Euro to USD		1.11795		n/a
Colombian Peso to USD		n/a		0.00034

Cryptocurrencies

We hold cryptocurrency-denominated assets (“cryptocurrencies”) and include them in our consolidated balance sheet as other current assets. We record cryptocurrencies at fair market value and recognize the change in the fair value of our cryptocurrencies as an unrealized gain or loss in the consolidated statement of operations. As of September 30, 2019 and March 31, 2019 the fair value of our cryptocurrencies was $620,468 and $142,061, respectively. During the six months ended September 30, 2019 we recorded $(667) and $25,330 as a total realized and unrealized gain (loss) on cryptocurrency, respectively. During the six months ended September 30, 2018 we recorded $17,454 and $95,926 as a total realized and unrealized gain (loss) on cryptocurrency, respectively. During the three months ended September 30, 2019 we recorded $(1,077) and $(122,080) as a total realized and unrealized gain (loss) on cryptocurrency, respectively. During the three months ended September 30, 2018 we recorded $(6,278) and $(4,244) as a total realized and unrealized gain (loss) on cryptocurrency, respectively.

Fixed Assets

Fixed assets are stated at cost and depreciated using the straight-line method over their estimated useful lives. When retired or otherwise disposed, the carrying value and accumulated depreciation of the fixed asset is removed from its respective accounts and the net difference less any amount realized from disposition is reflected in earnings. Expenditures for maintenance and repairs which do not extend the useful lives of the related assets are expensed as incurred.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

As of September 30, 2019 fixed assets were made up of the following:

	Estimated
	Useful Life
	(years)		Value
Furniture, fixtures, and equipment		10	$	11,372
Computer equipment		3		16,278
Data processing equipment		3		1,718,500
				1,746,150
Accumulated depreciation as of September 30, 2019				(48,513	)
Net book value, September 30, 2019			$	1,697,637

Total depreciation expense for the six months ended September 30, 2019 and 2018, was $36,007 and $3,020, respectively.

Long-Lived Assets – Intangible Assets & License Agreement

We account for our intangible assets and long-term license agreement in accordance with ASC Subtopic 350-30, General Intangibles Other Than Goodwill, and ASC Subtopic 360-10-05, Accounting for the Impairment or Disposal of Long-Lived Assets. ASC Subtopic 350-30 requires assets to be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measurable. Further, ASC Subtopic 350-30 requires an intangible asset to be amortized over its useful life and for the useful life to be evaluated every reporting period to determine whether events or circumstances warrant a revision to the remaining period of amortization. If the estimate of useful life is changed the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. Costs of internally developing, maintaining, or restoring intangible assets are recognized as an expense when incurred.

In June of 2017 we issued 80,000,000 shares of common stock with a value of $2,256,000 for a 15-year license agreement. Annual amortization over the 15-year life is expected to be $150,400 per year. Amortization recognized for the six months ended September 30, 2019 and 2018 was $75,406 and $75,406, respectively, and the long-term license agreement was recorded at a net value of $1,907,814 and $1,983,220 as of September 30, 2019 and March 31, 2019, respectively.

In June of 2018 we purchased United Games, LLC and United League, LLC and recorded the transaction as a business combination. Intangible assets acquired in the business combination were recorded at fair value on the date of acquisition and are being amortized on a straight-line method over their estimated useful lives.

	Estimated
	Useful Life
	(years)		Value
FireFan mobile application		4	$	331,000
Back office software		10		408,000
Tradename/trademark - FireFan		5		248,000
Tradename/trademark - United Games		0.45		4,000
Customer contracts/relationships		5		825,000
				1,816,000
Accumulated amortization as of September 30, 2019				(408,854	)
Net book value, September 30, 2019			$	1,407,146

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Amortization expense is expected to be as follows:

Remainder of 2020	$	169,538
Fiscal year ending March 31, 2021		338,150
Fiscal year ending March 31, 2022		338,150
Fiscal year ending March 31, 2023		280,338
Fiscal year ending March 31, 2024		105,474
Fiscal year ending March 31, 2025 and beyond		175,496
	$	1,407,146

Impairment of Long-Lived Assets

We have adopted ASC Subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable or when the historical cost carrying value of an asset may no longer be appropriate. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period.

The Company evaluates the recoverability of long-lived assets based upon future net cash flows expected to result from the asset, including eventual disposition. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted and an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. During the six months ended September 30, 2019 and 2018 no impairment was recognized.

Fair Value of Financial Instruments

Fair value is defined 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, based on our principal or, in the absence of a principal, most advantageous market for the specific asset or liability.

U.S. generally accepted accounting principles provide for a three-level hierarchy of inputs to valuation techniques used to measure fair value, defined as follows:

	Level 1:	Inputs that are quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity can access.

	Level 2:	Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability, 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; and
	-	inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3:

Inputs that are unobservable and reflect management’s own assumptions about the inputs market participants would use in pricing the asset or liability based on the best information available in the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows).

Our financial instruments consist of cash, accounts receivable, accounts payable, and debt. We have determined that the book value of our outstanding financial instruments as of September 30, 2019 and March 31, 2019, approximates the fair value due to their short-term nature.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of September 30, 2019:

	Level 1		Level 2		Level 3		Total
Cryptocurrencies	$	620,468	$	-	$	-	$	620,468
Total Assets	$	620,468	$	-	$	-	$	620,468

Derivative liability	$	-	$	-	$	622,880	$	622,880
Total Liabilities	$	-	$	-	$	622,880	$	622,880

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of March 31, 2019:

	Level 1		Level 2		Level 3		Total
Cryptocurrencies	$	142,061	$	-	$	-	$	142,061
Total Assets	$	142,061	$	-	$	-	$	142,061

Derivative liability	$	-	$	-	$	1,358,901	$	1,358,901
Total Liabilities	$	-	$	-	$	1,358,901	$	1,358,901

Sale and Leaseback

Through our wholly-owned subsidiary, APEX Tex, LLC, we sell high powered data processing equipment (“APEX”) to our customers and they lease the equipment back to SAFETek, LLC, another of our wholly-owned subsidiaries. We account for these transactions under ASC 842-40 where the leaseback has been deemed a sales-type lease due to the lease term generally covering the entire economic life of the equipment and our likelihood to purchase the asset at the end of the lease term. In accordance with ASC 842-40 we have recorded the data processing equipment as a fixed asset on our balance sheet and we have accounted for the amounts received for the equipment as a financial liability, in other liabilities on our balance sheet. Further, we will recognize interest on the financial liability over the term of the lease to ensure the financial liability equates to the total amounts to be paid over the life of the lease.

During the six months ended September 30, 2019 we had the following activity related to our sale and leaseback transactions:

Proceeds from sales of APEX	$	3,605,818
Interest recognized on financial liability		220,978
Payments made for leased equipment		(297,500	)
Total financial liability		3,259,296
Other current liabilities [1]		(2,676,000	)
Other long-term liabilities	$	853,296

[1] Represents lease payments to be made in the next 12 months

As of September 30, 2019 we have received proceeds of $3,118,197 in additional deposits for APEX sales, which has been recorded in the customer advance amount shown on our balance sheet.

Revenue Recognition

We recognize revenue in accordance with ASC 606-10 where revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract.

The majority of our revenue is generated by subscription sales and payment is received at the time of purchase. Our performance obligation is to provide services over a fixed subscription period, therefore we recognize revenue ratably over the subscription period and deferred revenue is recorded for the portion of the subscription period subsequent to each reporting date. Additionally, we offer a 10-day trial period to subscription customers, during which a full refund can be requested if a customer does not like the product. Revenues are deferred during the trial period as collection is not probable until that time has passed. Revenues are presented net of refunds, sales incentives, credits, and known and estimated credit card chargebacks.

We generate revenue from the sale of cryptocurrency mining services to our customers through an arrangement with a third-party supplier. Our performance obligation is to arrange for the third-party to provide mining services to our customers and payment is received at the time of purchase, therefore revenue is recognized upon receipt of payment. We recognize revenue in the amount of the fee to which we are entitled to as an agent, or the amount of consideration that we retain after paying the third-party the consideration received in exchange for the services the third-party is to provide.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

We generate revenue from the sale of high-speed computer processing equipment that is used for any of the following intense processing activities: protein folding, CGI rendering, Game Streaming, Machine & Deep Learning, Mining, Independent Financial Verification, and general high-speed computing. Our performance obligation is to deliver an equipment package to our customers which includes hardware, software, and firmware and is drop-shipped to a hosting data center. We receive payment at the time of purchase and recognize revenue when the equipment package is delivered and ready for maintenance and hosting, which our customers arrange for, and obtain, from a separate third party that provides such services.

We generate fee revenue from our customers through SAFE Management, our subsidiary licensed as a Registered Investment Advisor and Commodities Trading Advisor. Our performance obligation is to deliver fully managed trading services to individuals who do not meet the requirements of Qualified Investors and who lack the time to trade for themselves. We recognize fee revenue as our performance obligation is met and we receive payment for such advisory fees in the month following recognition.

Revenue generated for the six months ended September 30, 2019 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue		Fee Revenue		Total
Gross billings	$	16,117,861		$	-	$	-	$	5,369	$	16,123,230
Refunds, incentives, credits, and chargebacks		(1,369,393	)		-		-		-		(1,369,393	)
Amounts paid to supplier		-			-		-		-		-
Net revenue	$	14,748,468		$	-	$	-	$	5,369	$	14,753,837

Revenue generated for the six months ended September 30, 2018 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue			Fee Revenue		Total
Gross billings	$	14,677,640		$	-	$	5,649,601		$	-	$	20,327,241
Refunds, incentives, credits, and chargebacks		(846,394	)		-		-			-		(846,394	)
Amounts paid to supplier		-			-		(3,871,278	)		-		(3,871,278	)
Net revenue	$	13,831,246		$	-	$	1,778,323		$	-	$	15,609,569

Revenue generated for the three months ended September 30, 2019 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue		Fee Revenue		Total
Gross billings	$	7,825,160		$	-	$	-	$	5,369	$	7,830,529
Refunds, incentives, credits, and chargebacks		(588,405	)		-		-		-		(588,405	)
Amounts paid to supplier		-			-		-		-		-
Net revenue	$	7,236,755		$	-	$	-	$	5,369	$	7,242,124

Revenue generated for the three months ended September 30, 2018 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue			Fee Revenue		Total
Gross billings	$	8,166,854		$	-	$	1,480,131		$	-	$	9,646,985
Refunds, incentives, credits, and chargebacks		(446,997	)		-		-			-		(446,997	)
Amounts paid to supplier		-			-		(1,102,240	)		-		(1,102,240	)
Net revenue	$	7,719,857		$	-	$	377,891		$	-	$	8,907,748

Net Income (Loss) per Share

We follow ASC subtopic 260-10, Earnings per Share (“ASC 260-10”), which specifies the computation, presentation, and disclosure requirements of earnings per share information. Basic loss per share has been calculated based upon the weighted average number of common shares outstanding. Convertible debt, stock options, and warrants have been excluded as common stock equivalents in the diluted loss per share because their effect is anti-dilutive on the computation.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Potentially dilutive securities excluded from the computation of basic and diluted net loss per share are as follows:

	September 30, 2019		September 30, 2018
Options to purchase common stock		35,000		35,000
Warrants to purchase common stock		599,800		6,052,497
Notes convertible into common stock		58,416,067		-
Totals		59,050,867		6,087,497

Lease Obligation

We determine if an arrangement is a lease at inception. Operating leases are included in the operating lease right-of-use asset account, the operating lease liability, current account, and the operating lease liability, long term account in our balance sheet. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease.

Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. For leases in which the rate implicit in the lease is not readily determinable, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We have elected to not apply the recognition requirements of ASC 842 to short-term leases (leases with terms of twelve months or less). Lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease arrangements is recognized on a straight-line basis over the lease term. We have elected the practical expedient and will not separate non-lease components from lease components and will instead account for each separate lease component and non-lease component associated with the lease components as a single lease component.

NOTE 3 – RECENT ACCOUNTING PRONOUNCEMENTS

There are no recently issued accounting pronouncements that the Company has not yet adopted that they believe are applicable or would have a material impact on the financial statements of the Company.

NOTE 4 – GOING CONCERN AND LIQUIDITY

Our financial statements are prepared using generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. We have incurred significant recurring losses, which have resulted in an accumulated deficit of $29,856,504 as of September 30, 2019, along with a net loss of $4,759,521 for the six months ended September 30, 2019. Additionally, as of September 30, 2019, we had cash of $1,258,173 and a working capital deficit of $7,813,471. These factors raise substantial doubt about our ability to continue as a going concern.

Historically we have relied on increasing revenues and new debt and equity financing to pay for operational expenses and debt as it came due. During the six months ended September 30, 2019, we raised $1,322,651 in cash proceeds from new debt arrangements, raised $1,459,500 in cash proceeds from related parties, and received $650,000 from the sale of our common stock. Additionally, net cash provided by operations was $3,524,823 for the six months ended September 30, 2019.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Since our acquisition of Wealth Generators in April of 2017 we have implemented a number of initiatives and we are beginning to see the positive impact of these actions. First, our largest subsidiary, Kuvera, has a bonus plan structure for distributors of our services which consistently paid out beyond our maximum threshold. Adjustments to this bonus plan have been made over the last 12 months with additional adjustments planned for the next two quarters. This resulted in a gradual reduction in bonus payouts which reduced our losses. Second, we expanded the objectives of Investview through the acquisition and creation of additional subsidiaries to increase our sources of income and creating business activities in new sectors which includes:

	●	Fully licensing SAFE Management LLC as a Registered Investment Advisor and Commodities Trading Advisor. This was done so SAFE Management could offer fully managed trading services to individuals who lacked the time to trade for themselves and provide reasonable advisory fees and minimum investment amounts to service individuals who do not meet the requirements of Qualified Investors.
	●	We acquired the assets of United Games LLC and United League LLC which provided us highly experienced management, programmers, marketing and compliance personnel along with key technology components such as a fully coded back office and trademarked FIREFAN app. We are still in the process of adapting their technology to Kuvera operations and working on various distribution plans for FIREFAN.
	●	We changed the name of our subsidiary WealthGen Global, which was an unused entity, to SAFETek LLC in preparation for our entry into the high-performance computing space to meet the needs of 4IR (Fourth Industrial Revolution) business needs which includes mining, blockchain technologies, gaming, artificial intelligence and 3-Dimensional rendering. This will enable us to provide HPC services to small, medium and startup entities who require specialized high-speed processing but cannot afford the infrastructure. By leasing our processing to these companies, we will aid these entities in bringing their products, inventions, improvements to market.
	●	We have designed a program known as APEX which enables individuals to purchase highly customized data processing equipment which SAFETek will lease from the purchasers for a fixed period of time at a fixed monthly lease payment. This enables individuals to participate in emerging growth without experiencing the volatility and potential loss experienced in the sector.
	●	We have renamed our subsidiary Razor Data LLC to APEX Tek LLC. APEX Tek will be solely responsible for the sales and marketing of the APEX Package.

These companies provide Investview a stake in 4IR, HPC, app development, fintech, blockchain and personal money management sectors. Each of these are areas that are targeted for significant growth spurred by innovations through technology.

While our liabilities are larger than our assets it is important to note that we seek to keep operating expenses low. The assets we have acquired and will continue to seek out are those of technology, mobile apps, and human resources. These assets are not easily defined on our balance sheet but represent our ability to carry out our objectives which we believe will ultimately generating positive cash flow, reduced debt and then profitability.

Further, while we have reported reoccurring losses and have an operating capital deficiency, we have been able to establish multiple companies to create various revenue streams as we move forward. Our largest challenge is operational cash flow as lending arrangements continue to be expensive causing us to deploy incoming cash to prior debt. We continue to seek short term capital in arrangements that are partnership based with elements of debt and equity combined. Additionally, our immediate focus is the continued reduction in losses by controlling expenses, increasing revenue, and generating additional revenue streams.

Accordingly, the accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate our continuation as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. The financial statements do not include any adjustment that might result from the outcome of this uncertainty.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

NOTE 5 – RELATED-PARTY TRANSACTIONS

Our related-party payables consisted of the following:

	September 30, 2019		March 31, 2019
Short-term advances [1]	$	283,608	$	440,489
Short-term Promissory Note entered into on 8/17/18 [2]		-		105,000
Convertible Promissory Note entered into on 7/23/19 [3]		601,095		-
	$	884,703	$	545,489

[1]	We periodically receive advances for operating funds from our current majority shareholders and other related parties, including entities that are owned, controlled, or influenced by our owners or management. These advances are due on demand and are unsecured. During the six months ended September 30, 2019, we received $459,500 in cash proceeds from advances, incurred $649,999 in interest expense on the advances, and repaid related parties $1,264,500. Also during the six months ended September 30, 2019 we settled $1,880 of amounts that were recorded as due prior to March 31, 2018.

[2]	A member of the senior management team advanced funds of $100,000 on August 17, 2018, under a short-term promissory note due to be repaid on August 31, 2018. On August 31, 2018 the note was amended to be due on demand or, in absence of a demand, due on August 31, 2019. The note had a fixed interest payment of $5,000 which was recorded as interest expense in the statement of operations during the year ended March 31, 2019. During the six months ended September 30, 2019 we made repayments of $105,000 on the note.

[3]	We entered into a $3,600,000 convertible promissory note with a member of the senior management team on July 23, 2019. We received proceeds of $1,000,000 from the note, including $900,000 in cash and $100,000 which offset amounts owing to the lender. In accordance with the terms of the note we are required to repay a monthly minimum payment of $50,000 beginning January of 2020 through June of 2020 and a monthly minimum payment of $100,000 beginning July of 2020 until the total principal amount has been repaid. The lender has the right to convert up to $2,600,000 of the outstanding and unpaid principal amount into shares of our common stock at a conversion price of $0.005 per share, subject to adjustment. During the six months ended September 30, 2019 we recorded a beneficial conversion feature of $1,000,000 as a debt discount (see Note 8). Additionally, we recorded $2,600,000 as a debt discount, representing the difference between the face value of the note and the proceeds received. During the six months ended September 30, 2019 we amortized $601,095 of the debt discount into interest expense.

NOTE 6 – DEBT

Our debt consisted of the following:

	September 30, 2019		March 31, 2019
Short-term advance received on 8/31/18 [1]	$	65,000	$	75,000
Secured merchant agreement for future receivables entered into on 2/14/19 [2]		-		641,687
Secured merchant agreement for future receivables entered into on 2/14/19 [3]		-		468,790
Secured merchant agreements for future receivables entered into on 2/14/19 [4]		-		597,060
Promissory note entered into on 1/16/19 [5]		-		60,000
Secured merchant agreements for future receivables entered into on 3/28/19 [6]		-		25,650
Convertible promissory note entered into on 1/11/19 [7]		-		26,600
Convertible promissory note entered into on 2/6/19 [8]		-		76,686
Convertible promissory note entered into on 3/14/19 [9]		-		5,557
Secured merchant agreement for future receivables entered into on 8/16/19 [10]		817,419		-
Secured merchant agreement for future receivables entered into on 8/16/19 [11]		686,979
Convertible promissory note entered into on 7/10/19 [12]		29,570
Convertible promissory note entered into on 8/30/19 [13]		8,052
Convertible promissory note entered into on 9/11/19 [14]		6,132		-
	$	1,613,152	$	1,977,030

[1]	In August 2018, we received a $75,000 short-term advance. The advance is due on demand, has no interest rate, and is unsecured. During the six months ended September 30, 2019 we made payments of $10,000

[2]	During September 2018, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On September 28, 2018, we received proceeds from this arrangement of $570,000. In accordance with the terms of the agreement, we were required to repay $839,400 by making ACH payments in the amount of 10% of our daily cash receipts. Accordingly, we recorded $269,400 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. In February 2019 we replaced this agreement with a new Secured Merchant Agreement (see below), therefore transferring $233,501 of amounts owed to a new agreement. However, prior to the terminating the September agreement, we made payments of $605,899 and amortized $269,400 into interest expense.

	During January 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On January 11, 2019, we received proceeds from this arrangement of $349,851. In accordance with the terms of the agreement, we were required to repay $489,650 by making daily ACH payments of $1,000 for the first 30 days following the date of the agreement and daily ACH payments of $2,999 thereafter. Accordingly, we recorded $139,799 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. In February 2019 we replaced this agreement with a new Secured Merchant Agreement (see below), therefore transferring $449,657 of amounts owed to a new agreement. However, prior to the terminating the January agreement, we made payments of $39,993 and amortized $139,799 into interest expense.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

	During February 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On February 15, 2019, we received proceeds from this arrangement of $73,801 after paying off $233,501 from a September 2018 agreement (see above) and $449,657 from a January 2019 agreement (see above). In accordance with the terms of the agreement, we were required to repay $909,350 by making daily ACH payments of $5,049. Accordingly, we recorded $152,391 as a debt discount at the inception of the agreement, which was the difference between the funds received plus the earlier debt paid off, and the amount that was to be repaid. During the year ended March 31, 2019, we repaid $141,372 and amortized $26,100 into interest expense.

	Effective August 16, 2019 this debt was refinanced and the outstanding balance of $316,093 was rolled into a new debt arrangement, see notation [10] below. During the six months ended September 30, 2019, prior to the refinance, we repaid $451,886 and amortized $126,292 into interest expense.

[3]	During December 2018, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On December 17, 2018, we received proceeds from this arrangement of $380,000. In accordance with the terms of the agreement, we were required to repay $559,600 by making daily ACH payments of $3,000. Accordingly, we recorded $179,600 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. In February 2019 we replaced this agreement with a new Secured Merchant Agreement (see below), therefore transferring $421,600 of amounts owed to a new agreement. However, prior to the terminating the December agreement, we made payments of $138,000 and amortized $179,600 into interest expense.

	During February 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On February 15, 2019, we received proceeds from this arrangement of $126,932 after paying off $421,600 from a December 2018 agreement (see above). In accordance with the terms of the agreement, we are required to repay $840,000 by making daily ACH payments of $4,649. Accordingly, we recorded $291,468 as a debt discount at the inception of the agreement, which was the difference between the funds received plus the earlier debt paid off, and the amount that was to be repaid. During the year ended March 31, 2019, we repaid $129,388 and amortized $49,646 into interest expense.

	Effective August 16, 2019 this debt was refinanced and the outstanding balance of $297,033 was rolled into a new debt arrangement, see notation [10] below. During the six months ended September 30, 2019, prior to the refinance, we repaid $413,580 and amortized $241,823 into interest expense.

[4]	During October 2018, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. During October 2018, we received proceeds from this arrangement of $77,260. In accordance with the terms of the agreement, we were required to repay $699,500 by making daily ACH payments of $4,372. Accordingly, we recorded $224,500 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. In February 2019 we replaced this agreement with a new Secured Merchant Agreement (see below), therefore transferring $327,880 of amounts owed to a new agreement. However, prior to the terminating the October agreement, we made payments of $371,620 and amortized $224,500 into interest expense.

	During February 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On February 15, 2019, we received proceeds from this arrangement of $126,932 after paying off $327,880 from an October 2018 agreement (see above). In accordance with the terms of the agreement, we are required to repay $629,550 by making daily ACH payments of $3,498. Accordingly, we recorded $224,410 as a debt discount at the inception of the agreement, which was the difference between the funds received plus the earlier debt paid off, and the amount that was to be repaid. Also during February 2019, we entered into a second Secured Merchant Agreement with this same entity, receiving proceeds of $288,000. In accordance with the terms of the agreement, we are required to repay $419,700 by making daily ACH payments of $2,332. Accordingly, we recorded $131,700 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. During the year ended March 31, 2019, we repaid $157,410 on these two agreements and amortized $61,330 into interest expense.

	Effective August 16, 2019 this debt was refinanced and the outstanding balance of $382,000 was rolled into a new debt arrangement, see notation [11] below. During the six months ended September 30, 2019, prior to the refinance, we repaid $509,840 and amortized $294,780 into interest expense.

[5]	In January 2019, we received funds of $631,617 and repaid $511,617 in a series of transactions representing short-term advances. On January 16, 2019, we entered into a short-term promissory note for the resulting $120,000 owed as a result of the transactions. The note had a zero percent interest rate and was due within the shorter of three months or the receipt of cash from a $1 million financing arrangement. During the six months ended September 30, 2019, we repaid $60,000 of the amount due under the note.

[6]	During March 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On March 29, 2019, we received proceeds from this arrangement of $28,500. In accordance with the terms of the agreement, we were required to repay $45,000 by making daily ACH payments of $4,500. Accordingly, we recorded $16,500 as a debt discount at the inception of the agreement, which was the difference between the funds received and the amount that was to be repaid. During the year ended March 31, 2019, we repaid $4,500 and amortized $1,650 into interest expense. During the six months ended September 30, 2019, we repaid $40,500 and amortized $14,850 into interest expense.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

[7]	In January 2019, we entered into a Convertible Promissory Note and received proceeds of $135,000 after incurring loan fees of $3,000. The note incurred interest at 12% per annum and had a maturity date of April 11, 2020. The Convertible Promissory Note had a variable conversion rate that was 65% of the lowest closing price during the previous 15-trading-day period, subject to adjustment. Therefore, the conversion feature was accounted for as a derivative instrument (see Note 7). At inception, we recorded a debt discount of $138,000 and captured loan fees, recorded as interest expense, of $450,005. During the year ended March 31, 2019, we recorded amortization of the debt discount of $23,152 into interest expense and recorded additional interest expense on the note of $3,448. During the six months ended September 30, 2019, we amortized $114,848 into interest expense, recorded additional interest expense on the note of $40,977 (inclusive of a prepayment penalty), and paid off the note, accrued interest, and prepayment penalties for $182,425.

[8]	In February 2019, we entered into a Convertible Promissory Note and received proceeds of $240,000. The note was issued with a $30,000 original issue discount and loan fees of $3,000, incurred interest at 12% per annum, and had a maturity date of August 6, 2019. In accordance with the terms of the note, we issued 22,500,000 shares of common stock (the “Returnable Shares”) to the note holder as a commitment fee, provided, however, the Returnable Shares must be returned to us if the note is fully repaid and satisfied prior to the date which is 180 days following the issue date. The Convertible Promissory Note had a variable conversion rate that is 65% of the lowest trading price during the previous 20-trading-day period, subject to adjustment. Therefore, the conversion feature was accounted for as a derivative instrument (see Note 7). We allocated the proceeds of the note to the common stock issued and to the fair value of the note, taking into consideration the fair value of the conversion feature. As a result, the common stock was valued at $69,871, we recorded a debt discount of $270,000, and captured loan fees, recorded as interest expense, of $120,128. During the year ended March 31, 2019, we recorded amortization of the debt discount of $72,514 into interest expense and recorded additional interest expense on the note of $4,172. During the six months ended September 30, 2019, we amortized $197,486 into interest expense, recorded additional interest expense on the note of $11,136, and paid off the note and accrued interest for $285,308. In accordance with the terms of the agreement the 22,500,000 Returnable Shares were returned and cancelled (see Note 8).

[9]	In March 2019, we entered into a Convertible Promissory Note and received proceeds of $135,000 after incurring loan fees of $3,000. The note incurred interest at 12% per annum and had a maturity date of June 14, 2020. The Convertible Promissory Note had a variable conversion rate that was 65% of the average of the two lowest closing prices during the previous 15-trading-day period, subject to adjustment. Therefore, the conversion feature was accounted for as a derivative instrument (see Note 7). At inception, we recorded a debt discount of $138,000 and captured loan fees, recorded as interest expense, of $64,492. During the year ended March 31, 2019, we recorded amortization of the debt discount of $4,831 into interest expense and recorded additional interest expense on the note of $726. During the six months ended September 30, 2019, we amortized $133,168 into interest expense, recorded additional interest expense on the note of $43,983 (inclusive of a prepayment penalty), and paid off the note, accrued interest, and prepayment penalties for $182,708.

[10]	During August 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. On August 15, 2019, we received proceeds from this arrangement of $339,270 after paying off $316,093 from a February 2018 agreement (see notation [2] above) and $297,033 from a second February 2019 agreement (see Note [3] above). In accordance with the terms of the agreement, we were required to repay $1,399,000 by making daily ACH payments of $6,823. Accordingly, we recorded $446,604 as a debt discount at the inception of the agreement, which was the difference between the funds received plus the earlier debt paid off, and the amount that was to be repaid. During the six months ended September 30, 2019, we repaid $204,690 and amortized $69,713 into interest expense.

[11]	During August 2019, we entered into a Secured Merchant Agreement for future receivables with an entity that provides quick access to working capital. In August 2019, we received proceeds from this arrangement of $418,381 after paying off $382,000 from a October 2018 agreement (see notation [4] above). In accordance with the terms of the agreement, we were required to repay $1,189,150 by making daily ACH payments of $5,801. Accordingly, we recorded $388,769 as a debt discount at the inception of the agreement, which was the difference between the funds received plus the earlier debt paid off, and the amount that was to be repaid. During the six months ended September 30, 2019, we repaid $174,088 and amortized $60,686 into interest expense.

[12]	In July 2019, we entered into a Convertible Promissory Note and received proceeds of $140,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of October 8, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment. Therefore, the conversion feature is accounted for as a derivative instrument (see Note 7). At inception, we recorded a debt discount of $143,000 and captured loan fees, recorded as interest expense, of $718,518. During the six months ended September 30, 2019, we amortized $25,715 into interest expense, and recorded additional interest expense on the note of $3,855.

[13]	In August 2019, we entered into a Convertible Promissory Note and received proceeds of $100,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of November 28, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment. Therefore, the conversion feature is accounted for as a derivative instrument (see Note 7). At inception, we recorded a debt discount of $103,000 and captured loan fees, recorded as interest expense, of $69,048. During the six months ended September 30, 2019, we amortized $7,002 into interest expense, and recorded additional interest expense on the note of $1,050.

[14]	In September 2019, we entered into a Convertible Promissory Note and received proceeds of $125,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of December 10, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment. Therefore, the conversion feature is accounted for as a derivative instrument (see Note 7). At inception, we recorded a debt discount of $128,000 and captured loan fees, recorded as interest expense, of $53,573. During the six months ended September 30, 2019, we amortized $5,332 into interest expense, and recorded additional interest expense on the note of $800.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

In addition to the above debt transactions that were outstanding as of September 30, 2019 and March 31, 2019, during the six months ended September 30, 2019, we also received proceeds of $200,000 from two additional short-term notes ($100,000 each). During the six months ended September 30, 2019, we recorded interest expense of $30,000 for fixed interest and extension fees on the notes and made total cash payments of $230,000 to extinguish the interest and principal amounts due on the notes.

NOTE 7 – DERIVATIVE LIABILITY

During the six months ended September 30, 2019, we had the following activity in our derivative liability account:

Derivative liability at March 31, 2019	$	1,358,901
Derivative liability recorded on new instruments		1,206,139
Derivative liability reduced by debt settlement		(1,342,903	)
Change in fair value		(599,257	)
Derivative liability at September 30, 2019	$	622,880

We use the binomial option pricing model to estimate fair value for those instruments convertible into common stock, at inception, at conversion date, and at each reporting date. During the six months ended September 30, 2019, the assumptions used in our binomial option pricing model were in the following range:

Risk free interest rate			1.75% - 2.13%
Expected life in years			0.03 - 1.25
Expected volatility			270% - 381%

NOTE 8 – STOCKHOLDERS’ EQUITY (DEFICIT)

Preferred Stock

We are authorized to issue up to 10,000,000 shares of preferred stock with a par value of $0.001 and our Board of Directors has the authority to issue one or more classes of preferred stock with rights senior to those of common stock and to determine the rights, privileges and preferences of that preferred stock. During the six months ended September 30, 2019 our Board of Directors approved the designation of 6,000,000 of the Company’s shares of preferred stock as Series A Convertible Preferred Stock, subject to, and in conjunction with, a Tender Offer Statement filed with, but not yet approved by, the SEC (see Note 11).

Our Series A Convertible Preferred Stock holders are entitled to 500 votes per share, are entitled to receive cumulative dividends at the annual rate of 12% per annum of the liquidation price, equal to $1.20 per share, and can convert one Series A Preferred Stock share into 500 shares of our common stock.

As of September 30, 2019 and March 31, 2019 we had no preferred stock issued or outstanding.

Common Stock

During the six months ended September 30, 2019, we issued 52,215,648 shares of common stock in exchange for net proceeds of $650,000.

In conjunction with the sale of common stock during the year ended March 31, 2018, we provided a guarantee to certain individuals such that we would issue additional shares of our common stock if the average closing price of our common stock fell below $0.02 per share on the 20 days preceding the 18-month anniversary of the date the shares were originally sold. As a result of this guarantee, we had recorded $626,388 in accounts payable and accrued liabilities on our balance sheet as of March 31, 2018. During the year ended March 31, 2019, the 18-month anniversary passed without the common stock falling below the set threshold, therefore, we were released from the guarantee, and we increased additional paid-in capital by $525,000 to remove the previously recorded offering costs. During the six months ended September 30, 2019, the 18-month anniversary passed without the common stock falling below the set threshold, therefore, we were released from the guarantee, and we increased additional paid-in capital by $101,387 to remove the previously recorded offering costs.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Also during the six months ended September 30, 2019, we issued 241,000,000 shares of common stock, valued at $3,865,500 based on the market date on the day of issuance, to multiple employees for services and compensation, which is subject to forfeiture if the employee is not in good standing at the time the shares are fully vested. Of the $3,865,500 value we recognized $1,515,915 as an expense during the six months ending September 30, 2019 and the remaining $2,349,585 will be recognized ratably over the vesting term.

During the six months ended September 30, 2019 we repurchased 5,150 shares of common stock for $102 and we cancelled 22,500,000 shares that were returned in accordance with the terms of a Convertible Promissory Note (see Note 6), reducing common stock by $22,500 and increasing additional paid in capital by the same. We also cancelled 200,000,000 shares returned in conjunction with the termination of a Joint Venture Agreement entered into in March of 2019, reducing common stock by $200,000, reducing additional paid in capital by $3,180,000, offset with a reduction in our prepaid asset of $3,380,000. During the six months ended September 30, 2019 we recorded a beneficial conversion feature of $1,000,000 related to a convertible promissory note entered into with a related party (see Note 5).

As of September 30, 2019 and March 31, 2019, the Company had 2,710,871,816 and 2,640,161,318 shares of common stock issued and outstanding, respectively.

Employee Stock Options

The nonqualified plan adopted in 2007 authorized 65,000 shares, of which 47,500 had been granted as of March 31, 2018. The qualified plan adopted in October of 2008 authorizes 125,000 shares and was approved by a majority of our shareholders on September 16, 2009. As of March 31, 2018, 42,500 shares had been granted under the 2008 plan. Effective April 1, 2018 we cancelled both the 2007 and 2008 plans, as well as any shares that were allocated under the plans and were not yet issued.

The following table summarizes the changes in employee stock options outstanding and the related prices for the shares of our common stock issued to employees under two employee stock option plans:

					Weighted
			Weighted		Average
			Average		Remaining		Aggregate
	Number of		Exercise		Contractual		Intrinsic
	Shares		Price		Life (years)		Value
Options outstanding at March 31, 2018		35,000	$	10.00		1.51	$	-
Granted		-	$	-
Exercised		-	$	-
Canceled / expired		-	$	-
Options outstanding at March 31, 2019		35,000	$	10.00		0.51	$	-
Granted		-	$	-
Exercised		-	$	-
Canceled / expired		-	$	-
Options outstanding at September 30, 2019		35,000	$	10.00		0.01	$	-
Options exercisable at September 30, 2019		35,000	$	10.00		0.01	$	-

Stock-based compensation expense in connection with options granted to employees for the three months ended September 30, 2019 and 2018, was $0.

Warrants

The following table summarizes the warrants outstanding and the related prices for the shares of our common stock as of September 30, 2019:

Warrants Outstanding

Warrants Exercisable

Weighted

Average

Weighted

Remaining

Average

Exercise

Number

Contractual

Exercise

Number

Exercise

Price

Outstanding

Life (Years)

Price

Exercisable

Price

1.50

599,800

0.25

1.50

599,800

1.50

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Transactions involving our warrant issuance are summarized as follows:

				Weighted
	Number of			Average
	Shares			Exercise Price
Warrants outstanding at March 31, 2018		6,169,497		$	1.50
Granted / restated		-		$	-
Canceled		-		$	-
Expired		(1,117,000	)	$	1.48
Warrants outstanding at March 31, 2019		5,052,497		$	1.50
Granted		-		$	-
Canceled		-		$	-
Expired		(4,452,697	)	$	1.50
Warrants outstanding at September 30, 2019		599,800		$	1.50

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Litigation

In the ordinary course of business, we may be or have been involved in legal proceedings from time to time. Below is a description of all legal proceedings we were involved in during the six months ended September 30, 2019.

	●	In February 2018, we received a subpoena from the United States Commodity Futures Trading Commission (“CFTC”). We complied with the terms of the subpoena, negotiated a resolution of this matter with the CFTC staff, and a final order was issued on September 14, 2018. Under the order, we are not admitting or denying any of the allegations, will pay a fine of $150,000, and have agreed not to act as an unregistered Commodities Trading Advisor in the future. As of September 30, 2019 we have paid all amounts owed to CFTC and no unpaid balance remains.

	●	In April of 2019, we received a Summons and Complaint from Fibernet Corp making claims of unpaid invoices and breach of contracts entered into in February 2012 and January 2015 as RazorData Corp. Without admitting fault or liability, in June of 2019, we entered into an agreement with Fibernet Corp to settle all claims and release us from any future claims in exchange for a payment of $35,160 to avoid ongoing litigation related to this matter.

NOTE 10 – OPERATING LEASE

In February 2016, the FASB issued ASU No. 2016-02, Leases. The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases. Leases are classified as either finance or operating with classification affecting the pattern of expense recognition in the statement of operations. We adopted ASU No. 2016-02 on April 1, 2019. We did not record a lease asset and lease liability as of the adoption date as we had no lease arrangements or lease obligation at that time.

During the six months ended September 30, 2019 we entered two operating leases for office space in Eatontown, New Jersey (the “Eatontown Lease”) and Kaysville, Utah (the “Kaysville Lease”). We have the option to extend the three year lease term of the Eatontown Lease for a period of one year. In addition, we are obligated to pay twelve monthly installments to cover an annual utility charge of $1.75 per rentable square foot for electric usage within the demised premises. As the lessor has the right to digitally meter and charge us accordingly, these payments were deemed variable and will be expensed as incurred. During the three and six months ended September 30, 2019 the variable lease costs amounted to $554 and $554, respectively. At commencement of the Eatontown Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $110,097. We have the option to extend the twelve-and-a-half-month lease term of the Kaysville Lease for a period of one year. At commencement of the Kaysville Lease, right-of-use assets obtained in exchange for new operating lease liabilities amounted to $21,147.

INVESTVIEW, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF SEPTEMBER 30, 2019

(Unaudited)

Operating lease expense was $8,233 and $8,233 for the three and six months ended September 31, 2019, respectively. Operating cash flows used for the operating leases during the three and six months ended September 30, 2019 were $5,900 and $5,900, respectively. As of September 30, 2019, the weighted average remaining lease term was 2.54 years and the weighted average discount rate was 12%.

Future minimum lease payments under non-cancellable leases as of September 30, 2019 were as follows:

Remainder of 2020	$	27,794
2021		56,794
2022		48,000
2023		16,000
Total		148,588
Less: Interest		(20,903	)
Present value of lease liability		127,685
Operating lease liability, current [1]		(59,450	)
Operating lease liability, long term	$	68,235

[1] Represents lease payments to be made in the next 12 months

NOTE 11 – SUBSEQUENT EVENTS

Subsequent to September 30, 2019 we filed a Tender Offer Statement with the United States Securities and Exchange Commission (“SEC”). Upon SEC approval we will offer to exchange shares of our currently outstanding common stock for newly-issued shares of our Convertible Preferred Series A Stock.

Subsequent to September 30, 2019 we received $570,000 in proceeds from related party advances, received $175,000 in proceeds from the sale of 7,000,000 shares of our common stock, and issued 12,400,000 shares of our common stock for services.

In accordance with ASC Topic 855, Subsequent Events, we have evaluated subsequent events through the date of this filing and have determined that there are no additional subsequent events that require disclosure.

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

The following discussion should be read in conjunction with our consolidated financial statements and notes to our financial statements included elsewhere in this report. This discussion contains forward-looking statements that involve risks and uncertainties. When the words “believe,” “expect,” “plan,” “project,” “estimate,” and similar expressions are used, they identify forward-looking statements. These forward-looking statements are based on management’s current beliefs and assumptions and information currently available to management, and involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Information concerning factors that could cause our actual results to differ materially from these forward-looking statements can be found in our periodic reports filed with the Securities and Exchange Commission (“SEC”). The forward-looking statements included in this report are made only as of the date of this report. We disclaim any obligation to update any forward-looking statements whether as a result of new information, future events, or otherwise.

Business Overview

We provide education and technology designed to assist individuals in navigating the financial markets. Our services include research, newsletter alerts, and live education rooms that provide instruction on the subjects of equities, options, FOREX, ETFs, binary options, crowdfunding and cryptocurrency mining services and sector education. In addition to tools and research, we offer education and technology applications to assist individuals in debt reduction, increased savings, budgeting, and proper tax expense management.

Each product subscription includes a core set of tools/research, along with the personal finance management suite, to provide an individual with complete access to the information necessary to cultivate and manage his or her financial situation. Four packages are available through a monthly subscription that can be cancelled at any time at the discretion of the customer. A unique component of the product marketing plan is the distribution method whereby all subscriptions are sold via current participating customers who choose to distribute and sell the services. The bonus plan participation is purely optional, but enables individuals to create an additional income stream to further support their personal financial goals and objectives.

Our target market is comprised of individuals who seek to learn how to improve their financial condition and desire to learn how to reduce debt, budget their income, increase savings, and allocate their financial resource to create additional income both active and passive. We believe our marketing strategy is unique. Customer acquisition is realized through word-of-mouth marketing by those customers who actively distribute the product through home meetings, in person presentations, one-on-one interaction, and large seminars organized and delivered by the distributors in conjunction with the company. We plan to continue to develop the in-place network and anticipate significant growth initiatives in foreign markets.

We believe our past preparation will support growth without a significant increase in expenses other than customer support and the bonus plan, which rises commensurate with revenues. Our investment in our platform, personnel, and executive management has provided us the ability to handle over four times our current volume.

Results of Operations

Three Months Ended September 30, 2019 Compared to Three Months Ended September 30, 2018

Revenues

We recorded net revenue of $7,242,124 for the three months ended September 30, 2019, which was a decrease of $855,624 or 11%, from the prior period revenue of $8,097,748. This decrease was due to a minor loss of repeat subscription customers coupled with our lack of cryptocurrency service revenue. The lack of cryptocurrency revenue can be explained by our termination of the agent arrangement with a third-party supplier of crypotocurrency mining services.

Operating Costs and Expenses

We recorded operating costs and expenses of $9,315,243 for the three months ended September 30, 2019, which was an increase of $79,730, or 1%, from the prior period’s operating costs and expenses of $9,235,513. While most costs stayed consistent the largest increase was in salary and related expenses which was due to the Company recording $1,515,915 worth of stock for services and compensation. The increase was offset by decreases in commissions, which was a result of our bonus plans paying out beyond our maximum threshold in the prior period due to certain bonus programs in place, which has since been adjusted to reduce such payouts.

Other Income and Expenses

We recorded other income of $321,391 for the three months ended September 30, 2019, which was a difference of $1,664,299, or 84%, from the prior period other income of $1,985,690. The change is due to the gain on bargain purchase recorded as a result of the United Games, LLC and United League, LLC acquisition that took place during the three months ended September 30, 2018, as compared to no such gain in the prior period.

Six Months Ended September 30, 2019 Compared to Six Months Ended September 30, 2018

Revenues

We recorded net revenue of $14,753,837 for the six months ended September 30, 2019, which was a decrease of $855,732 or 5%, from the prior period revenue of $15,609,569. While the decrease appears immaterial there was a substantial increase in our customer base resulting in increased net subscription revenues of $917,222, which was offset by a decrease of $1,778,323 in our net cryptocurrency revenue. The increase in our customer base was largely due to our establishment of Kuvera France, S.A.S. in November of 2018 and sales occurring in the European Union in the current period compared to no similar sales in the prior period. The decrease in cryptocurrency revenue can be explained by our termination of the agent arrangement with a third-party supplier of crypotocurrency mining services.

Operating Costs and Expenses

We recorded operating costs and expenses of $17,652,097 for the six months ended September 30, 2019, which was a decrease of $600,676, or 3%, from the prior period’s operating costs and expenses of $18,252,773. This change is principally a result of a decrease of $3,013,119, or 25%, in commissions which was a result of our bonus plans paying out beyond our maximum threshold in the prior period due to certain bonus programs in place, which has since been adjusted to reduce such payouts. The decrease was offset by an increase in salary and related costs which was due to the Company recording $1,515,915 work of stock for services and compensation.

Other Income and Expenses

We recorded other expense of $1,853,879 for the six months ended September 30, 2019, which was a difference of $3,980,938, or 187%, from the prior period other income of $2,127,059. The change is due to the gain on bargain purchase recorded as a result of the United Games, LLC and United League, LLC acquisition that took place during the three months ended September 30, 2018, as compared to no such gain in the prior period. Additionally, in the current period there was interest expense recorded of $3,741,731 offset by a gain on debt extinguishment of $1,281,477, whereas in the prior period interest expense was only $9,147 and there was a gain on debt extinguishment of $19,387.

Liquidity and Capital Resources

During the six months ended September 30, 2019, we incurred a net loss of $4,759,521. This loss was funded by cash provided by operating activities of $3,524,823 offset by cash used in investing activities of $1,720,116 and cash used in financing activities of $682,475. As a result, our cash and cash equivalents increased by $1,124,529 to $1,258,173 as compared to $133,644 at the beginning of the fiscal year.

Our current liabilities exceeded our current assets (working capital deficit) by $7,813,471 as of September 30, 2019, as compared to $2,222,990 at March 31, 2019. The increase in the working capital deficit is due to an increase in our customer advance of $3,448,476 and an increase in our other current liabilities of $2,676,000, offset by an increase in cash and cash equivalents of $1,124,529. Both increases in customer advances and other current liabilities is due to cash received for the Company’s APEX program, which has resulted in the Company recording financial liabilities for amounts to be repaid under the program.

During the six months ended September 30, 2019, we raised $1,322,651 in cash proceeds from new debt arrangements, raised $1,459,500 in cash proceeds from related parties, and received $650,000 from the sale of our common stock. Additionally, net cash provided by operations was $3,524,823 for the six months ended September 30, 2019.

Going Concern

These interim unaudited financial statements have been prepared on the going concern basis, which assumes that adequate sources of financing will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly, the interim unaudited financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we not be unable to continue as a going concern.

Our audited consolidated financial statements for the year ended March 31, 2019, state that our historical losses, accumulated deficit, cash balance, and working capital deficit raise substantial doubts about our ability to continue as a going concern. Historically we have relied on increasing revenues and new debt and equity financing to pay for operational expenses and debt as it came due. Going forward, we plan to reduce obligations with cash flow provided by operational growth as we have been, and plan to continue, reducing bonus payouts, increasing sources of income and business activities in new sectors, and utilizing our acquired assets to generate positive cash flow and reduce debt. Additionally, we plan to pursue additional debt and equity financing and to find short term capital in arrangements that are partnership based with elements of debt and equity combined.

Critical Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations (Regulation S-X) of the Securities and Exchange Commission (the “SEC”) and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the three and six months ended September 30, 2019, are not necessarily indicative of the operating results that may be expected for the year ending March 31, 2020. These unaudited condensed consolidated financial statements should be read in conjunction with the March 31, 2019 consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended March 31, 2019.

Principles of Consolidation

Use of Estimates

Sale and Leaseback

During the six months ended September 30, 2019 we had the following activity related to our sale and leaseback transactions:

Proceeds from sales of APEX	$	3,605,818
Interest recognized on financial liability		220,978
Payments made for leased equipment		(297,500	)
Total financial liability		3,259,296
Other current liabilities [1]		(2,676,000	)
Other long-term liabilities	$	853,296

[1] Represents lease payments to be made in the next 12 months

As of September 30, 2019 we have received proceeds of $3,118,197 in additional deposits for APEX sales, which has been recorded in the customer advance amount shown on our balance sheet.

Revenue Recognition

Revenue generated for the six months ended September 30, 2019 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue		Fee Revenue		Total
Gross billings	$	16,117,861		$	-	$	-	$	5,369	$	16,123,230
Refunds, incentives, credits, and chargebacks		(1,369,393	)		-		-		-		(1,369,393	)
Amounts paid to supplier		-			-		-		-		-
Net revenue	$	14,748,468		$	-	$	-	$	5,369	$	14,753,837

Revenue generated for the six months ended September 30, 2018 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue			Fee Revenue		Total
Gross billings	$	14,677,640		$	-	$	5,649,601		$	-	$	20,327,241
Refunds, incentives, credits, and chargebacks		(846,394	)		-		-			-		(846,394	)
Amounts paid to supplier		-			-		(3,871,278	)		-		(3,871,278	)
Net revenue	$	13,831,246		$	-	$	1,778,323		$	-	$	15,609,569

Revenue generated for the three months ended September 30, 2019 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue		Fee Revenue		Total
Gross billings	$	7,825,160		$	-	$	-	$	5,369	$	7,830,529
Refunds, incentives, credits, and chargebacks		(588,405	)		-		-		-		(588,405	)
Amounts paid to supplier		-			-		-		-		-
Net revenue	$	7,236,755		$	-	$	-	$	5,369	$	7,242,124

Revenue generated for the three months ended September 30, 2018 is as follows:

	Subscription Revenue			Equipment Sales		Cryptocurrency Mining Revenue			Fee Revenue		Total
Gross billings	$	8,166,854		$	-	$	1,480,131		$	-	$	9,646,985
Refunds, incentives, credits, and chargebacks		(446,997	)		-		-			-		(446,997	)
Amounts paid to supplier		-			-		(1,102,240	)		-		(1,102,240	)
Net revenue	$	7,719,857		$	-	$	377,891		$	-	$	8,907,748

Recently Issued Accounting Pronouncements

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, and results of operations, liquidity, or capital expenditures.

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this item.

ITEM 4 – CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”) as of the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the objectives of our disclosure control system are met. Because of inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected. Our Chief Executive Officer and Chief Financial Officer have concluded, based on their evaluation as of the end of the period covered by this report, that our disclosure controls and procedures were not effective.

Changes in Internal Controls

There were no changes in our internal controls over financial reporting during the fiscal quarter ended September 30, 2019, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1 – LEGAL PROCEEDINGS

●

In February 2018, we received a subpoena from the United States Commodity Futures Trading Commission (“CFTC”). We complied with the terms of the subpoena, negotiated a resolution of this matter with the CFTC staff, and a final order was issued on September 14, 2018. Under the order, we are not admitting or denying any of the allegations, will pay a fine of $150,000, and have agreed not to act as an unregistered Commodities Trading Advisor in the future. As of September 30, 2019 we have paid all amounts owed to CFTC and no unpaid balance remains.

ITEM 1.A – RISK FACTORS

N/A

ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

In August and September 2019 we issued 13,000,000 shares of our common stock for proceeds of $325,000.

In July 2019, we entered into a Convertible Promissory Note and received proceeds of $140,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of October 8, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment.

In August 2019, we entered into a Convertible Promissory Note and received proceeds of $100,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of November 28, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment.

In September 2019, we entered into a Convertible Promissory Note and received proceeds of $125,000 after incurring loan fees of $3,000. The note incurs interest at 12% per annum and has a maturity date of December 10, 2020. The Convertible Promissory Note has a variable conversion rate that is 65% of the average of the two lowest trading prices during the previous 15-trading-day period, subject to adjustment.

In October 2019 we received $175,000 in proceeds from the sale of 7,000,000 shares of our common stock and issued 12,400,000 shares of our common stock for services.

The securities represented by each of the transactions described above were issued in reliance on the exemption from registration provided in Section 4(a)(2) of the Securities Act of 1933, as amended, for transactions not involving any public offering. Each of the investors is either an “accredited investor” as defined in Rule 501(a) of Regulation D. Each investor confirmed the foregoing and acknowledged that the securities must be acquired and held for investment. All certificates evidencing the shares of common stock issued or issuable upon conversion of the notes, issuances under the restricted stock grants, or upon the exercise of the warrants will bear a restrictive legend. No underwriter participated in the offer and sale of these securities, and no commission or other remuneration was paid or given directly or indirectly in connection therewith.

ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4 – MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5 – OTHER INFORMATION

None.

ITEM 6 – EXHIBITS

The following exhibits are filed as a part of this report:

Exhibit Number*	Title of Document	Location

Item 10	Material Contracts

10.49	Securities Purchase and Royalty Agreement between Investview, Inc. and Brian McMullen dated as of July 23, 2019	Incorporated by reference to the Current Report on Form 8-K filed August 1, 2019

10.50	Convertible Promissory Note dated as of July 23, 2019	Incorporated by reference to the Current Report on Form 8-K filed August 1, 2019

10.51	Employment Agreement between Investview, Inc. and Jayme McWidener, effective as of September 15, 2019	Incorporated by reference to the Current Report on Form 8-K filed September 12, 2019

10.52	Revenue Share Agreement dated September 16, 2019, and executed October 1, 2019	Incorporated by reference to the Current Report on Form 8-K filed October 7, 2019

10.53	Agreement to Terminate Joint Venture Agreement of March 5, 2019, dated September 16, 2019, and executed October 1, 2019	Incorporated by reference to the Current Report on Form 8-K filed October 7, 2019

Item 31	Rule 13a-14(a)/15d-14(a) Certifications
31.01	Certification of Principal Executive Officer Pursuant to Rule 13a-14	This filing.

31.02	Certification of Principal Financial Officer Pursuant to Rule 13a-14	This filing.

Item 32	Section 1350 Certifications
32.01	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	This filing.

32.02	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	This filing.

Item 101***	Interactive Data File
101.INS	XBRL Instance Document	This filing.

101.SCH	XBRL Taxonomy Extension Schema	This filing.

101.CAL	XBRL Taxonomy Extension Calculation Linkbase	This filing.

101.DEF	XBRL Taxonomy Extension Definition Linkbase	This filing.

101.LAB	XBRL Taxonomy Extension Label Linkbase	This filing.

101.PRE	XBRL Taxonomy Extension Presentation Linkbase	This filing.

*	All exhibits are numbered with the number preceding the decimal indicating the applicable SEC reference number in Item 601 and the number following the decimal indicating the sequence of the particular document. Omitted numbers in the sequence refer to documents previously filed as an exhibit.

**	Identifies each management contract or compensatory plan or arrangement required to be filed as an exhibit as required by Item 15(a)(3) of Form 10-K.

***	Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or Annual Report for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability.

SIGNATURE PAGE

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 hereunto duly authorized.

	INVESTVIEW, INC.

Dated: November 14, 2019	By:	/s/ Annette Raynor
		Annette Raynor
		Chief Executive Officer
		(Principal Executive Officer)

Dated: November 14, 2019	By:	/s/ Jayme L. McWidener
		Jayme L. McWidener
		Chief Financial Officer
		(Principal Financial Officer and Accounting Officer)