Quarterly Report for Quarter Ending September 30, 2024 (Form 10-Q)

elite_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2024

☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to ___________

Commission file number: 000-55987

Elite Performance Holding Corp.

(Exact name of registrant as specified in its charter)

Nevada		82-5034226
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
3301 NE 1st Ave Suite M704 Miami, FL		33137
(Address of principal executive offices)		(Zip Code)

(844) 426-2958

Registrant's telephone number, including area code

__________________________________________

(Former Address and phone of principal executive offices)

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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days.

Yes

☐

No

☒

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 for 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 such files).

Yes

☐

No

☒

Indicate by check mark whether the registrant is a large accelerated file, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided to Section 7(a)(2)(B) of the Securities Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

No

☒

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 19, 2024, there were 109,481,270 shares of the registrant's common stock, $.0001 par value, issued and outstanding.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

C O N T E N T S

Elite Performance Holding Corp.

Consolidated Balance Sheets as of September 30, 2024 (unaudited) and December 31, 2023		3
Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023 (unaudited)		4
Consolidated Statements of Stockholders Deficit for the three and nine months ended September 30, 2024 and 2023 (unaudited)		5
Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2024 and 2023 (unaudited)		6
Notes to the Consolidated Financial Statements		7

2

Elite Performance Holding Corp.

Consolidated Balance Sheets

		September 30,			December 31,
		2024			2023
ASSETS		(Unaudited)
CURRENT ASSETS
Cash		$	94			$	52
Inventory			25,761				30,802
Prepaid expenses			22,265				-
Total Current Assets			48,120				30,854
Property and equipment, net			30,257				38,484
Right of use asset			83,934				101,400
TOTAL ASSETS		$	162,311			$	170,738
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable		$	944,575			$	879,943
Accounts payable and accrued expenses related party			712,475				633,314
Accrued expenses			290,802				397,112
Lease liability - current			22,268				19,064
Advances			29,500				215,000
Convertible notes payable (net of debt discount)			1,345,495				820,250
Total Current Liabilities			3,345,115				2,964,683
Longterm Liabilities
Lease liability - long-term			61,240				76,930
PPP Loan			95,485				95,485
Total Long-Term Liabilities			156,725				172,415
Total Liabilities			3,501,840				3,137,098
Commitments and Contingencies			-				-
STOCKHOLDERS' DEFICIT
Preferred stock; $0.0001 par value, 35,000,000 shares authorized, 10,000,000 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively			1,000				1,000
Common stock; $0.0001 par value, 465,000,000 shares authorized, 109,081,270 and 130,397,550 issued and outstanding as of September 30, 2024 and December 31, 2023, respectively			12,763				13,040
Shares to be issued			50,000				50,000
Additional paid-in capital			6,476,849				5,759,788
Accumulated deficit			(9,880,141	)			(8,790,188	)
Total Stockholders' Deficit			(3,339,529	)			(2,966,360	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		$	162,311			$	170,738

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

3

Elite Performance Holding Corp.

Consolidated Statements of Operations

(Unaudited)

		Three months ended September 30,			Nine months ended September 30,
		2024			2023			2024			2023
REVENUES		$	-			$	13,433			$	681			$	40,141
COST OF GOODS SOLD			-				13,267				5,560				43,476
GROSS PROFIT (LOSS)			-				166				(4,879	)			(3,335	)
OPERATING EXPENSES
Legal and accounting			99,029				65,765				210,530				206,406
Advertising			11,982				21,251				20,479				63,462
Consulting			63,156				140,900				357,573				372,724
General and administrative			100,783				141,815				323,493				387,829
Total Operating Expenses			274,950				369,731				912,075				1,030,421
OPERATING LOSS			(274,950	)			(369,565	)			(916,954	)			(1,033,756	)
OTHER INCOME (EXPENSE)
Other income			2,700				10,188				4,945				10,188
Interest expense			(86,072	)			(40,797	)			(177,944	)			(113,666	)
Total Other Expense			(83,372	)			(30,609	)			(172,999	)			(103,478	)
NET LOSS		$	(358,322	)		$	(400,174	)		$	(1,089,953	)		$	(1,137,234	)
BASIC AND DILUTED NET LOSS PER COMMON SHARE		$	(0.00	)		$	(0.00	)		$	(0.01	)		$	(0.01	)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING			109,110,083				129,758,257				113,116,443				128,996,245

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

4

Elite Performance Holding Corp.

Consolidated Statements of Stockholders Deficit

For the nine months ended September 30, 2024 and 2023

(Unaudited)

										Shares			Additional						Total
		Common Stock			Preferred Stock			to be			Paid-in			Accumulated			Stockholders
		Shares			Amount			Shares			Amount			Issued			Capital			Deficit			(Deficit)
Balance December 31, 2023			130,397,550			$	13,040				10,000,000			$	1,000			$	50,000			$	5,759,788			$	(8,790,188	)		$	(2,966,360	)
Shares to be issued for Services			860,000				86				-				-				-				85,914				-				86,000
Retirement of founder shares			(25,000,000	)			(2,500	)															2,500								-
Warrants issued for services																							77,623								77,623
Shares issued in connection with convertible debt			140,000				14				-				-				-				34,986				-				35,000
Shares issued as debt issuance cost			50,000				5				-				-				-				4,995				-				5,000
Net loss																											(496,619	)			(496,619	)
Balance March 31, 2024			106,447,550				10,645				10,000,000				1,000				50,000				5,965,806				(9,286,807	)			(3,259,356	)
Shares to be issued for Services			120,000				120				-				-				-				11,880				-				12,000
Warrants issued for services																							15,884								15,884
Shares issued in connection with convertible debt			2,415,720				1,900				-				-				-				454,886				-				456,786
Shares issued as AP			18,000				18				-				-				-				4,482				-				4,500
Net loss																											(235,012	)			(235,012	)
Balance June 30, 2024			109,001,270				12,683				10,000,000				1,000				50,000				6,452,938				(9,521,819	)			(3,005,198	)
Shares issued for Services			40,000				40				-				-				-				3,960				-				4,000
Warrants issued for services																							9,991								9,991
Shares issued as AP			40,000				40				-				-				-				9,960				-				10,000
Net loss																											(358,322	)			(358,322	)
Balance September 30, 2024			109,081,270			$	12,763			$	10,000,000			$	1,000			$	50,000			$	6,476,849			$	(9,880,141	)		$	(3,339,529	)
Balance December 31, 2022			127,881,300			$	12,788				10,000,000			$	1,000				50,000			$	5,473,417			$	(7,342,419	)		$	(1,805,214	)
Shares to be issued for Reg D subscriptions			600,000				60												9,000				59,940								69,000
Shares issued for services																			10,000				6,000								16,000
Net loss																											(363,959	)			(363,959	)
Balance March 31, 2023			128,481,300				12,848				10,000,000				1,000				69,000				5,539,357				(7,706,378	)			(2,084,173	)
Reg D subscriptions			130,000				13				-				-				-				12,987				-				13,000
Shares to be issued for Reg D subscriptions																			(9,000	)											(9,000	)
Shares issued for services			660,000				66				-				-				-				59,934				-				60,000
Shares to be issued for Services																			(10,000	)											(10,000	)
Shares issued in connection with convertible debt			120,000				12				-				-				-				34,988				-				35,000
Net loss			-				-				-				-				-				-				(373,101	)			(373,101	)
Balance June 30, 2023			129,391,300				12,939				10,000,000				1,000				50,000				5,647,266				(8,079,479	)		$	(2,368,274	)
Shares issued for services			660,000				66				-				-				-				65,934				-				66,000
Shares issued in connection with convertible debt			40,000				4				-				-				-				9,996				-				10,000
Net loss			-				-				-				-				-				-				(400,174	)			(400,174	)
Balance September 30, 2023			130,091,300			$	13,009			$	10,000,000			$	1,000			$	50,000				5,723,196			$	(8,479,653	)		$	(2,692,448	)

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

5

Elite Performance Holding Corp.

Consolidated Statements of Cash Flows

(Unaudited)

		Nine months ended September 30,
		2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss		$	(1,089,953	)		$	(1,137,234	)
Items to reconcile net loss to net cash used in operating activities:
Amortization of debt discount			42,029				23,888
Shares issued for services			102,000				132,000
Warrants issued for services			103,498				-
Depreciation expense			8,227				8,228
Changes in operating assets and liabilities
(Increase) / decrease in accounts receivable			-				25,202
(Increase) / decrease in inventory			5,041				34,873
(Increase) / decrease in prepaid expenses			(22,265	)			1,951
(Increase) / decrease in right of use assets			17,466				18,049
Increase in accounts payable - related party			79,161				147,625
Increase in accounts payable and accrued expenses			167,823				302,900
Net Cash Used in Operating Activities			(586,973	)			(442,518	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible debt			-				295,000
Proceeds from notes payable			580,000				98,500
Repayments of notes payable			(42,000	)			(75,447	)
Bank overdraft			-				747
Payments on financing leases			(12,485	)			(8,275	)
Proceeds from advances			61,500				50,000
Proceeds from sale of common stock and shares to be issued			-				73,000
Net Cash Provided by Financing Activities			587,015				433,525
Increase (Decrease) in Cash			42				(8,993	)
CASH AT BEGINNING OF PERIOD			52				8,993
CASH AT END OF PERIOD		$	94			$	-
Supplemental Cash Flow Information:
Cash paid for:
Interest Paid		$	6,580			$	16,799
Taxes		$	-			$	-
Non-Cash Investing and Financing Activities:
Shares issued in conversion with convertible notes		$	491,786			$	45,000
Shares issued as debt issuance cost		$	5,000			$	-

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

6

Elite Performance Holding Corp.

Consolidated Notes to the Financial Statements

For the three and nine months ended September 30, 2024

(Unaudited)

NOTE 1 - GENERAL

Business Overview

Elite Performance Holding Corporation ("EPH") was formed on January 30, 2018 (inception) and is a holding company with anticipated holdings in companies centered on innovative and proprietary nutritional and dietary fitness enhancement products, that are in the sports performance, weight loss, nutritional, functional beverage, and energy markets.

On February 2, 2018, a contribution and assignment agreement was executed by Joseph Firestone and Jon McKenzie (collectively, the "Assignors"), and Elite Performance Holding Corp., a Nevada corporation (the "Assignee"). Whereas Firestone and McKenzie were the owners of 50,000,000 shares of common stock, $0.0001 par value, for a total of 100,000,000 shares of common stock (collectively, the "Shares") of Elite Beverage International Corp., a Nevada corporation (the "Company"), which shares represented all authorized, issued and outstanding shares of the Company.

Elite Beverage International is a 100% wholly owned subsidiary of Elite Performance Holding Corp.

BYLT Performance, LLC is a wholly owned subsidiary of Elite Beverage International Corp. and currently holds all of the trademarks and intellectual property for the company.

Our Products and Services

On August 01, 2020, the Company entered into an Exclusivity Agreement between its wholly owned subsidiary Elite Beverage International Corp. and Bruce Kneller for exclusive rights on a patent pending SmartCarb® technology (US Patent Application No. 16/785,498.) This Agreement gives the Company first right of refusal to purchase the technology upon issuance of its patent for 200,000 shares in the Company.

On September 29, 2021, the Company entered into an Agreement between its wholly owned subsidiary Elite Beverage International Corp. and Bruce Kneller for the transfer and assignment of the SmartCarb® technology (US Patent No. 11,103,522 issued August 31, 2021.) This Agreement gives the Company the intellectual property and patent ownership for 400,000 shares valued at $20,000 that were issued October 1, 2021. For the year ended December 31, 2021, an impairment loss of $20,000 was recognized on the Patent acquisition and recorded to other income (expense).

NOTE 2 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

These consolidated financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of September 30, 2024, the Company had an accumulated deficit of $9,880,141. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, its ability to generate profits from the Company's future operations, identify future investment opportunities and obtain the necessary debt or equity financing. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the operations of the Company and its wholly-owned subsidiary, Elite Beverage International Corp.

All significant intercompany accounts and transactions have been eliminated in consolidation.

7

The Company's consolidated financial statements are prepared using the accrual method of accounting and are presented in accordance with U.S. Generally Accepted Accounting Principles (GAAP). The Company has elected a calendar year-end.

Going concern

The Company's consolidated 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. However, the Company has recently accumulated significant losses and has negative working capital. All of these items raise substantial doubt about its ability to continue as a going concern. Management's plans with respect to alleviating the adverse financial conditions that caused management to express substantial doubt about the Company's ability to continue as a going concern are as follows:

The Company is currently trying to raise new debt or equity to set up and market its line of sports drinks. If the Company is not successful in the development and implementation of a concept which produces positive cash flows from operations, the Company may be forced to continue to raise additional equity or debt financing to fund its ongoing obligations or risk ceasing doing business.

There can be no assurance that the Company will be able to achieve its business plans, raise any more required capital or secure the financing necessary to achieve its current operating plan. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations.

Cash and Cash Equivalents

The Company maintains the majority of our cash accounts at a commercial bank. The total cash balance is insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000 per commercial bank. For purposes of the statement of cash flows, the Company consider all cash and highly liquid investments with initial maturities of three months or less to be cash equivalents.

Accounts Receivable

The Company grants credit to our customers located within the United States of America; and do not require collateral. Our ability to collect receivables is affected by economic fluctuations in the geographic areas and industries served by us. As of September 30, 2024 and December 31, 2023, the Company had $0 in accounts receivable respectively. The allowance for doubtful trade receivables was $0 as of September 30, 2024 and December 31, 2023, respectively.

Inventory

Inventories are valued at the lower of weighted average cost or net realizable value. Our industry experiences changes in technology, changes in market value and availability of raw materials, as well as changing customer demand. The Company makes provisions for estimated excess and obsolete inventories based on regular audits and cycle counts of our on-hand inventory levels and forecasted customer demands and at times additional provisions are made. Any inventory write offs are charged to the reserve account. During the nine months ending September 30, 2024, the Company wrote off $5,041 in damaged inventory. As of September 30, 2024 and December 31, 2023, the Company had $25,761 and $30,802 in inventory respectively. The Company had no reserve for potentially obsolete inventory as of September 30, 2024 and December 31, 2023, respectively.

Prepaid Expenses

Prepaid expenses are expenditures that have not yet been consumed, and so are capitalized for a short period of time. They are initially recorded on the balance sheet as current assets, and are later charged to expense. As of September 30, 2024 and December 31, 2023, we had $22,265 and $0 in prepaid expenses, respectively.

8

Basic and Diluted Loss Per Share

The Company presents both basic and diluted earnings per share (EPS) on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including convertible debt, stock options, and warrants, using the treasury stock method, and convertible securities, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. The Company had net losses as of September 30, 2024 and December 31, 2023, so then diluted EPS excluded all dilutive potential shares in the diluted EPS because their effect is anti-dilutive. As of September 30, 2024, the Company had $1,345,495 in convertible notes plus accrued interest of $264,715 that may be converted into 22,546,690 shares of common stock. As of December 31, 2023, the Company had $545,250 in convertible notes plus accrued interest of $259,971 that may be converted into 16,104,420 shares of common stock.

Fair Value of Financial Instruments

The carrying amount of accounts payable and accrued expenses are considered to be representative of their respective fair values because of the short-term nature of these financial instruments.

Research and Development

Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, and regulatory compliance costs. For the three and nine months ended September 30, 2024 and 2023, the Company had $0 research and development (R&D) expense, respectively.

Use of Estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Effective January 1, 2018, the Company adopted ASC 606 - Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. The company's performance obligation is to deliver the product(s) per the contract and the obligation is met upon receipt of the product by the purchaser. Prices are predetermined plus applicable taxes and shipping costs. The company's main source of revenue comes from distributors, retail stores and gyms, and online sales primarily coming from the company website and Amazon. Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue. The Company accrues for warranty costs, sales returns, bad debts, and other allowances based on its historical experience.

For the nine months ended, as of September 30, 2024 and 2023, the Company had $681 and $40,141, respectively in revenue from the sale of our products.

Stock-Based Compensation

The Company records stock-based compensation using the fair value method. Equity instruments issued to employees and the cost of the services received as consideration are accounted for in accordance with ASC 718 "Stock Compensation" and are measured and recognized based on the fair value of the equity instruments issued. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718). This update is intended to reduce cost and complexity and to improve financial reporting for share-based payments issued to non-employees (for example, service providers, external legal counsel, suppliers, etc.). The ASU expands the scope of Topic 718, Compensation-Stock Compensation, which currently only included share-based payments issued to employees, to also include share-based payments issued to non-employees for goods and services. Consequently, the accounting for share-based payments to non-employees and employees will be substantially aligned. This standard has been effective and applied for financial statements issued by public companies for the annual and interim periods after December 15, 2018.

9

Long Lived Assets

Periodically the Company assesses potential impairment of its long-lived assets, which include property, equipment and acquired intangible assets, in accordance with the provisions of ASC Topic 360, "Property, Plant and Equipment." The Company recognizes impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying values. An impairment loss would be recognized in the amount by which the recorded value of the asset exceeds the fair value of the asset, measured by the quoted market price of an asset or an estimate based on the best information available in the circumstances. For the three and nine months ended, as of September 30, 2024 and 2023, the Company did not record any impairment on our previously announced Patent acquisition, resulting in no other income (expense) being recognized.

Property and Equipment

Property and equipment are carried at cost, less accumulated depreciation. Additions are capitalized and maintenance and repairs are charged to expense as incurred. Depreciation and amortization is recorded on the straight-line basis method over the estimated useful lives of the assets.

Accounting Standards Issued But Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740)-Improvements to Income Tax Disclosure" ("ASU 2023-09"), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. ASU 2023-09 is required to be adopted for annual periods beginning after December 15, 2024, with early adoption permitted. The Company will adopt this accounting standard update effective January 1, 2025. The Company expects that the adoption of the standard will not have a material impact on our consolidated financial statements.

Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to be relevant or have a material impact on the consolidated financial statements upon adoption.

10

NOTE 3 - RELATED PARTY TRANSACTIONS

Accounts and Notes Payable related party

For the nine months ended September 30, 2024 and 2023, the Company had $0 and $27,000, respectively, in consulting expense to "I Know a Dude, Inc." owned by Laya Clark. Mr. Clark is a former member of our Board of Directors. As of September 30, 2024, the Company had an outstanding balance due of $122,922, which is included in accounts payable related party.

For the nine months ended September 30, 2024 and 2023, the Company had $24,022 and $0, respectively, for un-reimbursed business expenses. As of September 30, 2024 and December 31, 2023 the Company also had an outstanding balance due to Joey Firestone of $15,000 and $40,000, respectively, for consulting services, and $559,687 and $310,937 for salary, respectively, which is included in accounts payable related party.

For the nine months ended September 30, 2024 and 2023, the Company had $0 in accounting expense respectively to "The Mosely Group." owned by Reesa McKenzie. Ms. McKenzie is the sister of John McKenzie. On April 26, 2024, the Company converted the $4,500 balance to 18,000 shares of common stock. As of September 30, 2024 and December 31, 2023, the Company had an outstanding balance due of $0 and $4,500, respectively, which is included in accounts payable related party.

One February 1, 2021 the Company renewed the employment agreement with Joey Firestone with milestone performance bonuses in shares of restricted 144 stock.

On January 1, 2021, the Company entered into a royalty free trademark licensing agreement between Elite Beverage International Corp. and its subsidiary BYLT Performance LLC in consideration for 5,000,000 (valued at par $0.0001 per share) shares to be issued in the amount of $500 which were issued April 29, 2021.

On May 6, 2022, the Company entered into a lease agreement with its CEO, Joey Firestone, for three cargo vans to be used for delivery and distribution of its products. Mr. Firestone is the guarantor of these vehicles, which he acquired for the sole purpose of the operations of Elite Beverage International. Total initial payments for all three vehicles were $19,000. Each vehicle has a purchase option upon the completion of the lease agreement. See Note 4 for additional details.

For the nine months ended September 30, 2024 and 2023, the Company had $0 and $0, respectively, in revenue from related parties.

NOTE 4 - LEASES

Our adoption of ASU 2016-02, Leases (Topic 842), and subsequent ASUs related to Topic 842, requires us to recognize substantially all leases on the balance sheet as an ROU asset and a corresponding lease liability. The new guidance also requires additional disclosures as detailed below. The Company adopted this standard on the effective date of January 1, 2019 and used this effective date as the date of initial application. Under this application method, the Company was not required to restate prior period financial information or provide Topic 842 disclosures for prior periods. The Company elected the 'package of practical expedients,' which permitted us to not reassess our prior conclusions related to lease identification, lease classification, and initial direct costs, and the Company did not elect the use of hindsight.

Lease ROU assets and liabilities are recognized at commencement date of the lease, based on the present value of lease payments over the lease term. The lease ROU asset also includes any lease payments made and excludes any lease incentives. When readily determinable, the Company uses the implicit rate in determining the present value of lease payments. When leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the lease term.

The Company recognized a $83,934 right-of-use asset and $83,508 in a related party lease liability for our finance leases. For our finance leases, the asset is included in other long-term assets on the balance sheet and is amortized within operating income over the lease term. The long-term component of the lease liability is included in other long-term liabilities, net, and the current component is included in other current liabilities.

11

On May 6, 2022, the Company entered into a lease agreement with its CEO, Joey Firestone, for three cargo vans to be used for delivery and distribution of its products. Mr. Firestone is the guarantor of these vehicles, which he acquired for the sole purpose of the operations of Elite Beverage International. The monthly payment for each vehicle is 66 months of $706.07(APR 8.99%) (2019 Mercedes Sprinter Van), 72 months of $806.76 (APR9.95%) (2019 Ford Transit Van), and 72 months of $796.94. (APR 10.59%) (2020 Ford Transit Van) Each vehicle has a purchase option upon the completion of the lease agreement. Total initial payments were $19,000 for all three vehicles which was $9,000. $5,000, and $5,000 for each one, respectively.

The Company incurred amortization expense, which is included as part of selling, general and administrative expenses, of $17,579 and $18,049 plus interest expense of $6,580 and $7,870 during the nine months ended September 30, 2024 and 2023, respectively.

The tables below present financial information associated with our leases.

		Balance Sheet		September 30,			December 31,
		Classification		2024			2023
Right-of-use assets		Other long-term assets		$	83,934			$	101,400
Current lease liabilities		Other current liabilities			22,268				19,064
Non-current lease liabilities		Other long-term liabilities		61,240				76,930

As of September 30, 2024, our maturities of our lease liabilities are as follows:

Maturity of lease liabilities
2024 (three months remaining)		$	10,872
2025			27,717
2026			27,717
2027			27,012
Thereafter			5,832
Total lease payments		$	99,150
Less: Imputed interest			(15,642	)
Present value of lease liabilities		$	83,508

NOTE 5 - PROPERTY AND EQUIPMENT

The following is a summary of property and equipment-at cost, less accumulated depreciation:

		September 30, 2024
Trucks		$	55,000
Total cost			55,000
Less accumulated depreciation			(24,743	)
Net, property and equipment		$	30,257

Depreciation expense for the nine months ended September 30, 2024 and 2023 was $8,228 and $8,228, respectively. The trucks are being depreciated over a useful life of 5 years.

12

NOTE 6 - COMMON STOCK AND COMMON STOCK WARRANTS

Common Stock

The Company had authorized a total of 400,000,000 shares of Common Stock, par value of $0.0001 as of December 31, 2017 for Elite Beverage International. However, Elite Performance Holding Corp. is now the successor company and as of December 31, 2022 there are 465,000,000 (Four Hundred Sixty-Five Million) shares authorized, par value of $0.0001, respectively.

On February 2, 2018, Elite Performance Holding Corp., owned and controlled by Firestone and McKenzie, acquired Elite Beverage International through a 1:2 common share exchange as follows: 50,000,000 common shares of Elite Performance Holding, Corp., in exchange for 100,000,000 common shares of Elite Beverage International, Inc.

Restricted Shares issued

For the year ended December 31, 2023, the Company issued 730,000 shares in connection with the Regulation D offering in the amount of $73,000 valued at $0.10 per share.

For the year ended December 31, 2023, the Company issued 1,570,000 shares in the amount of $157,000 valued at $0.10 per share for consulting services.

For the year ended December 31, 2023, the Company issued 200,000 shares in the amount of $55,000 valued at $0.25 per share for the conversion of $55,000 principal of a convertible note payable made within the terms of the agreement and no gain or loss results from it. In addition, the Company issued 16,250 shares valued at $0.10 per share as consideration upon the execution of these agreements.

As of December 31, 2023 the Company had 130,397,550 common shares outstanding.

For the nine months ended September 30, 2024, the Company issued 1,020,000 shares in the amount of $93,000 valued at $0.10 per share for consulting services.

For the nine months ended September 30, 2024, the Company issued 2,555,720 shares in the amount of $491,786 valued at $0.25 per share were issued for the conversion of $591,786 principal and accrued interest of convertible notes payable made within the terms of the agreement and no gain or loss results from it.

On January 23, 2024, the Company issued 50,000 shares to Hillyer as incentive in relation to the consolidation and modification of various notes, accrued interest and advances.

On March 1, 2024, it was determined that in the best interests of the Company to reduce the total outstanding shares of common stock and Jon Mckenzie retired fifteen million shares of common stock back to the company at no fee and Joey Firestone retired ten million shares of common stock back to the Company at no fee.

On April 26, 2024, the Company issued 18,000 shares to a related party in relation to an accounts payable balance totaling $4,500.

On August 12, 2024, the Company issued 40,000 shares to a consultant decreasing an accounts payable balance by $10,000. A balance of $2,925 still remains. No gain or loss on settlement of AP was recorded.

As of September 30, 2024, the Company had 109,081,270 common shares outstanding.

13

Common Stock Warrants

On March 18, 2024, the Company issued 800,000 five year warrants exercisable at $2.00 valued at $77,623 for consulting services. The Company used a Black-Scholes option pricing model with the following assumptions: stock price of $0.10 per share, volatility of 236%, expected term of 5 years, and a risk free interest rate of 4.34%.

On May 6, 2024, the Company issued 160,000 five year warrants exercisable at $2.00 valued at $15,884 for consulting services. The Company used a Black-Scholes option pricing model with the following assumptions: stock price of $0.10 per share, volatility of 276%, expected term of 5 years, and a risk free interest rate of 4.50%.

On August 20, 2024, the Company issued 100,000 five year warrants exercisable at $2.00 valued at $9,991 as part of a convertible note issued. The Company used a Black-Scholes option pricing model with the following assumptions: stock price of $0.10 per share, volatility of 329%, expected term of 5 years, and a risk free interest rate of 3.69%.

NOTE 7 - PREFERRED STOCK

The Company has authorized a total of 35,000,000 Shares of Preferred Stock, $0.0001 par value, which may be issued from time to time and bearing such rights, privileges and preferences as shall be designated by the Board of Directors. As of December 31, 2017, Elite Beverage International Corp had issued 10,000,000 Shares of Preferred Stock, designated as series A "Cumulative Preference 'A'", for $1,000.

10,000,000 Series A preferred which carries super voting rights. Each preferred share carries 20 votes.

On February 2, 2018 Elite Performance Holding Corp., owned and controlled by Firestone and McKenzie, acquired Elite Beverage International through a 1:1 preferred share exchange as follows. 10,000,000 Series A preferred shares of Elite Performance Holdings Corp. in exchange for 10,000,000 Series A preferred shares of Elite Beverage International Inc.

On March 03, 2023, Jon McKenzie transferred his ownership of 5,000,000 Series A Preferred shares with super voting rights to Chairman and CEO Joey Firestone.

NOTE 8 - NOTE PAYABLE

On April 30, 2020 Elite Beverage International was approved for a loan for $201,352 through the Payment Protection Program (PPP) with an interest of 0.98% per annum and a maturity date of April 23, 2022. Forgiveness in the amount of $105,867 was given on September 2, 2021, which was recorded as a gain on forgiveness on debt in the statement of operations. As of February 9, 2022, The SBA has paid off the balance of the PPP loan with the lender. The Company is waiting for formal confirmation from the SBA on the status of the loan balance and once received will record the forgiveness of the debt. On the PPP loan, interest expense was $239 and $239 for the three months ended March 31, 2024 and 2023, respectively. The balance of this PPP loan is $95,485 as of September 30, 2024 and December 31, 2023, respectively.

During the nine months ended September 30, 2024 and years ended December 31, 2023 and 2022, the Company entered into non-convertible, non-interest bearing advances for $90,000, $50,000, $75,000, $20,000, $20,000, $12,000, $7,500 and $2,000, respectively from a third party. During the nine months ended September 30, 2024, the Company converted $205,000 in advances to a convertible note and repaid $42,000 in advances. As of September 30, 2024 and December 31, 2023, the balance of this advance is $29,500 and $215,000, respectively.

In January of 2023, the Company entered into a refinance agreement with a third party that held the original agreement on July of 2022. In July of 2022, the Company entered into a receivables and sale note payable agreement with a third party. The funded amount by the third party was $50,460, this amount is the purchase price less fees and is the net amount funded to the Company. This note will be paid back with 48 weekly installments of $1,332, for a total amount of $63,960 to be paid back. The note contains Original Issue Discount (OID) of $13,500 at issuance. As of December 31, 2022, the Company owed $29,316 on this note payable and the OID balance is $6,188, leaving a net balance of $23,128. The Company has recorded $7,313 as interest expense for the year ended December 31, 2022 related to this OID. For the refinance terms in January of 2023 agreement, the Company funded amount by the third party was $98,500, this amount is the purchase price less fees and is the net amount funded to the Company. This note will be paid back with 60 weekly installments of $2,133, for a total amount of $128,000 to be paid back. This note contains Original Issue Discount (OID) of $29,500 at issuance. As of September 30, 2024, the Company paid this in full and owes $0 on this note payable and the OID balance.

14

NOTE 9 - CONVERTIBLE NOTES PAYABLE

On December 4, 2019, the Company entered into a convertible promissory note in the amount of $189,000, with an interest rate of 8% per annum and a maturity date of December 4, 2020. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. This note included an original discount fee of $9,000. At December 31, 2023 and 2022, balance on this debt discount was $0, respectively. The Company also issued 500,000 commitment shares valued at $25,000 on December 11, 2019 and recorded to debt discount. The Company amortized $1,712 for the year ended December 31, 2019, and $23,288 and $0 for the years ended December 31, 2020 and 2021 respectively. On January 23, 2024, the Company modified this note, along with several other Hillyer notes and advances, including accrued interest, to a new note maturing on December 31, 2024.

On January 17, 2020, the Company issued a convertible promissory note to The Hillyer Group Inc. in the amount of $157,500 with an interest rate of 8% per annum and a maturity date of January 17, 2021. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. On January 17, 2019 the Company issued 400,000 shares of common stock in consideration for the execution of this note. These shares are restricted and subject to SEC Rule 144. These shares were valued at $20,000 included an original discount fee of $7,500, which was recorded to debt discount. The Company recorded $0 and $1,503 as interest expense related to this OID for the years ended December 31, 2023 and 2022, respectively. On January 23, 2024, the Company modified this note, along with several other Hillyer notes and advances, including accrued interest, to a new note maturing on December 31, 2024.

On July 21, 2021, the Company issued a convertible promissory note to Hillyer Group LLC. in the amount of $26,250 with an interest rate of 8% per annum and a maturity date of July 21, 2022. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. On July 21, the Company agreed to issue 60,000 shares of common stock in consideration for the execution of this note, which were subsequently issued on October 1, 2021. These shares are restricted and subject to SEC Rule 144. These shares were valued at $3,000 and recorded to debt discount. This note also included an original discount fee of $1,250 recorded to debt discount, the Company amortized $703 for the year ended December 31, 2022 leaving a balance of $0. The Company recorded $0 and $0 as interest expense related to this OID for September 30, 2024 and December 31, 2023, respectively. On May 13, 2024, the debt holder exercised the convertible option on the note with an outstanding balance of $26,250 and accrued interest of $10,536 to 735,720 shares of common stock. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On September 16, 2021, the Company issued a convertible promissory note to Stout LLC. in the amount of $20,000 with an interest rate of 12% per annum and a maturity date of September 16, 2022. The note carries a prepayment feature or is convertible 180 days from the date of the note, at a fixed price of $.05 per share of common stock or if publicly traded at the rate of the lessor of $.05 or the lowest of 65% of the lowest closing bid price for 3 trading days previous to the conversion or based on any subsequent financings with better terms to other investors. The outstanding balance on the note was $20,000 as of September 30, 2024. This note is in default and is accruing interest at the default rate of 18%.

On March 1, 2023, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 8% per annum and a maturity date of March 1, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.50 per share of common stock. The debt holder exercised the convertible option on the $10,000 note and converted the entire amount into 20,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On May 3, 2023, the Company entered into a convertible promissory note in the amount of $25,000 with an interest rate of 10% per annum and a maturity date of May 3, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. The debt holder exercised the convertible option on the $25,000 note and converted the entire amount into 100,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On May 15, 2023, the Company entered into a convertible promissory note in the amount of $50,000 with an interest rate of 10% per annum and a maturity date of May 15, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. On May 13, 2024, the debt holder exercised the convertible option on the $50,000 note along with $5,000 in accrued interest and converted the entire amount into 220,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

15

On May 16, 2023, the Company entered into a convertible promissory note in the amount of $50,000 with an interest rate of 10% per annum and a maturity date of May 16, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. On May 13, 2024, the debt holder exercised the convertible option on the $50,000 note along with $5,000 in accrued interest and converted the entire amount into 220,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On June 23, 2023, the Company entered into a convertible promissory note in the amount of $150,000 with an interest rate of 10% per annum and a maturity date of June 23, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. The outstanding balance on the note was $150,000 as of September 30, 2024.

On September 12, 2023, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 10% per annum and a maturity date of September 11, 2024. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 40,000 shares on September 25, 2023. The outstanding balance on the note was $0 as of September 30, 2024.

On November 1, 2023, the Company entered into a convertible promissory note in the amount of $25,000 with an interest rate of 10% per annum and a maturity date of January 2, 2024. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. On January 23, 2024, the Company modified this note, along with several other Hillyer notes and advances, including accrued interest, to a new note maturing on December 31, 2024.

On January 4, 2024, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 10% per annum and a maturity date of January 4, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 40,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

On January 23, 2024, the Company modified and aggregated several Hillyer loans totaling $371,500, advances totaling $205,000 and accrued interest totaling $218,216 for an aggregate balance of $794,716 and extended the maturity to December 31, 2024. The Company issued 50,000 incentive shares valued at a debt discount of $5,000. The Company recognized $2,273 in amortization expense for the nine months ended September 30, 2024.

On January 30, 2024, the Company entered into a convertible promissory note in the amount of $25,000 with an interest rate of 10% per annum and a maturity date of January 30, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 100,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

16

On February 28, 2024, the Company entered into a convertible promissory note in the amount of $50,000 with an interest rate of 12% per annum and a maturity date of February 28, 2025. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. On May 13, 2024, the debt holder exercised the convertible option on the $50,000 note and converted the entire amount into 200,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On March 12, 2024, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 12% per annum and a maturity date of March 12, 2025. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. On May 13, 2024, the debt holder exercised the convertible option on the $10,000 note and converted the entire amount into 40,000 shares of the Company's common stock. This conversion was carried out per the terms of the agreement, as such no gain or loss was recorded on the transaction. The outstanding balance on the note was $0 as of September 30, 2024 as a result of the common stock conversion.

On March 15, 2024, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 12% per annum and a maturity date of March 15, 2025. The note carries a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. The outstanding balance on the note was $10,000 as of September 30, 2024.

On April 5, 2024, the Company entered into a convertible promissory note in the amount of $100,000 with an interest rate of 12% per annum and a maturity date of April 5, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 400,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

On April 24, 2024, the Company entered into a convertible promissory note in the amount of $40,000 with an interest rate of 12% per annum and a maturity date of April 24, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 160,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

On May 24, 2024, the Company entered into a convertible promissory note in the amount of $100,000 with an interest rate of 12% per annum and a maturity date of May 24, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 400,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

On June 19, 2024, the Company entered into a convertible promissory note in the amount of $10,000 with an interest rate of 12% per annum and a maturity date of June 19, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 40,000 shares, as stated within the terms of the agreement. The outstanding balance on the note was $0 as of September 30, 2024.

On July 1, 2024 and July 26, 2024, the Company received $75,000 and $50,000, respectively, related to a May 6, 2024 convertible promissory note with a third party. The note is for up to $160,000 with an interest rate of 12% per annum and a maturity date of November 5, 2024. The note shall be convertible into shares of common stock equal to 70% of the lowest closing price on the primary trading market on which the Company's common stock is quoted for the last five (5) trading days immediately prior to but not including the conversion date, which is subject to a floor conversion price of $2.00 per share. The outstanding balance on the note is $125,000 as of September 30, 2024.

On August 21, 2024, the Company entered into a convertible promissory note in the amount of $100,000 with an interest rate of 12% per annum and a maturity date of August 20, 2025. The note carried a prepayment feature or is convertible 14 days from the date of the note, at a fixed price of $0.25 per share of common stock. This note was converted to 100,000 shares, as stated within the terms of the agreement. The shares were issued on October 3, 2024. The outstanding balance on the note was $100,000 as of September 30, 2024.

Total interest expense including discount amortization on the above notes for September 30, 2024 and 2023 was $80,291 (including the finance lease interest on automobiles as referenced in Note 4) and $72,869, respectively.

NOTE 10 - COMMITMENTS AND CONTINGENCIES

From time to time the Company is a party to various claims, lawsuits and other legal proceedings that arise in the ordinary course of business. As of the date of this filing, the Company is not aware of any other material legal proceedings to which the Company or any of its subsidiaries is a party or to which any of our property is subject, other than as disclosed above.

NOTE 11 - CONCENTRATIONS

None

NOTE 12 - INVENTORY

During the quarter ending June 30, 2024, the Company wrote off $5,041 in damaged inventory. As of September 30, 2024 and December 31, 2023, the Company's inventory was $25,761 and $30,802, respectively, which consisted of $25,761 and $30,802 in raw material, respectively and $0 in finished goods, respectively.

NOTE 13 - SUBSEQUENT EVENTS

In accordance with ASC 855, the Company has analyzed its operations subsequent to September 30, 2024 through the date these consolidated financial statements were issued and has reported the following events:

On October 3, 2024, the Company converted a $100,000 convertible promissory note to 400,000 shares, as stated within the terms of the agreement.

17

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Forward-Looking Statements and Associated Risks.

This form 10-Q contains certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as "may", "will", "expect", "believe", "anticipate", "estimate, or "continue" or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may participate; competition within our chosen industry, including competition from much larger competitors; technological advances and failure to successfully develop business relationships.

Based on our financial history since inception, our auditor has expressed substantial doubt as to our ability to continue as a going concern. As reflected in the accompanying consolidated financial statements, as of September 30, 2024, we had an accumulated deficit totaling ($9,880,141). This raises substantial doubts about our ability to continue as a going concern.

Business

The Company is currently producing a sports beverage like no other available on the market. Beyond Your Limit Training (B.Y.L.T.) is the first ready to drink (RTD) beverage of its kind to combine the benefits of hydration, endurance, mental focus, fat oxidation, and muscle recovery all-in-one great tasting beverage. B.Y.L.T. (pronounced built) uses a proven proprietary formula that simultaneously hydrates, helps improves performance, promotes fat burning during exercise, and aids in muscle recovery after exertion. Whether you are looking to achieve optimal performance on the baseball field, basketball court, soccer field, in the gym or any competitive sport, B.Y.L.T. provides the competitive edge every athlete actively seeks. This unique product is designed with scientifically dosed key ingredients to bridge the gap between energy drinks, hydration beverages and dietary supplements, without the sugars and jitters from caffeine which eventually cause athletes to crash. B.Y.L.T. is not only designed to help enhance performance and support the intense physical demand of athletes but is safe and backed by science.

The Company's operations have been and continue to be affected by the recent and ongoing outbreak of the coronavirus disease (COVID-19) which in March 2020, was declared a pandemic by the World Health Organization (WHO.) The ultimate disruption which may be caused by the outbreak is uncertain; However, it may result in a material adverse impact on the Company's financial position, operations, and cash flows. Possible areas that may be affected include, but are not limited to, disruption to the Company's customers and revenue, labor workforce, unavailability of products and supplies used in operations, and the decline in value of assets held by the Company, including ingredient material, property and equipment.

Our future operations are contingent upon increasing revenues and raising capital for on-going operations and the anticipated expansion of our product lines. Because we have a limited operating history, you may experience difficulty in evaluating our business and future prospects.

Sales and Marketing

With its all-encompassing benefits and better-for-you ingredients, B.Y.L.T. is positioned to succeed in a highly lucrative market due to being first to market, its superior product offering and an ideal market opportunity. The breakdown of favorable market trends that will help fuel the initial growth and long-term success of the Company include:

	✓	Healthy living trends and lifestyles are continuing, creating a drive for better-for-you trends, active lifestyles, and a growing demand for industry products from everyday consumers.
	✓	Sports Drinks market is projected to grow from USD 27.22 billion in 2021 to USD 36.35 billion in 2028 at a CAGR of 4.2% in the 2021-2028 period. North America dominated the sports drink market with a market share of 33.54% in 2020. Source: https://www.fortunebusinessinsights.com/sports-drink-market-102083
	✓	B.Y.L.T.® is also positioned in the US Sports and Performance Drink Market which According to Mintel, grew by 12.7% in 2023, reaching over $17.5 billion in retail sales and sustain steady growth, with forecasted prediction of reaching $27.5 billion by 2028. Source: https://store.mintel.com/us/report/sports-and-performance-drinks-us-2024/
	✓	According to Statista, 36% of individuals in the U.S. purchase a ready to drink sports drink 1 - 2 times a week, while 15% purchase one over 10 times a week. Source: https://www.statista.com/topics/3051/sports-drinks/#topicOverview
	✓	Sports Drinks market is projected to grow from USD 27.22 billion in 2021 to USD 36.35 billion in 2028 at a CAGR of 4.2% in the 2021-2028 period. North America dominated the sports drink market with a market share of 33.54% in 2020. Source: https://www.fortunebusinessinsights.com/sports-drink-market-102083
	✓	There is high potential for customer loyalty in the industry and brands that deliver on their promised functional and health benefits usually keep loyal core consumers.

18

The Company retained key executives for nationwide sales and distribution of their first to market sports drink. The executive team is comprised of former seasoned Coca-Cola, PepsiCo and Dr. Pepper executives that have over 120 years of combined experience in the beverage industry. Previous clients include: Coca-Cola, Bolthouse Farms, Cinnabon, Nestle Waters, Honest, Celsius and others. The Company will launch its products in a series of region expansions, as shown in the figure below.

Figure 1: Map of B.Y.L.T. Roll Out Strategy

Corporate Information

Elite Performance Holding Corp

3301 NE 1^st Ave. Suite M704

Miami, FL 33137

Corporate History

Elite Performance Holding Corp. (the "Company") was originally incorporated on January 30, 2018 in the State of Nevada. On February 2, 2018, Joey Firestone and Jon McKenzie each assigned 50,000,000 shares of Elite Beverage International Corp. to the Company, via a Contribution and Assignment Agreement, making Elite Beverage International Corp. our wholly owned operating subsidiary.

Results for the Three Months Ended September 30, 2024 Compared To The Three Months Ended September 30, 2023.

Operating Revenues

The Company's revenues were $0 for the three months ended September 30, 2024, compared to $13,433 for the three months ended September 30, 2023.

19

Gross Profit (Loss)

For the three months ended September 30, 2024, the Company's gross profit (loss) was $0 compared to $166 for the three months ended September 30, 2023.

Our gross profit (loss) could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials.

General and Administrative Expenses

For the three months ended September 30, 2024, general and administrative expenses were $100,783 compared to $141,815 for the three months ended September 30, 2023, a decrease of $41,032.

Advertising Expense

For the three months ended September 30, 2024, advertising expenses were $11,982 compared to $21,251 for the three months ended September 30, 2023, a decrease of $9,269. This decrease was due to a decrease in operations.

Legal and Accounting Expense

For the three months ended September 30, 2024, Legal and Accounting expenses were $99,029 compared to $65,765 for the three months ended September 30, 2023, an increase of $33,264. This increase was due to the filing of the Company's registration statement filed on October 21, 2024.

Consulting expense

For the three months ended September 30, 2024, Consulting expenses were $63,156 compared to $140,900 for the three months ended September 30, 2023, a decrease of $77,744. This decrease was due to shares and warrants issued for consulting in 2023.

Interest Expense

For the three months ended September 30, 2024, Interest expenses were $83,072 compared to $40,797 for the three months ended September 30, 2023, an increase of $64,278. This increase was due to the addition of new notes and conversion of advances to interest bearing notes.

Our net loss for the three months ended September 30, 2024, was $358,322 compared to $400,174 for the three months ended September 30, 2023, a decrease of $41,852. This decrease was due primarily to the decrease in consulting expenses.

20

Results for the Nine Months Ended September 30, 2024 Compared To The Nine Months Ended September 30, 2023.

Operating Revenues

The Company's revenues were $681 for the nine months ended September 30, 2024, compared to $40,141 for the nine months ended September 30, 2023.

Gross Profit (Loss)

For the nine months ended September 30, 2024, the Company's gross profit (loss) was ($4,879) compared to ($3,335) for the nine months ended September 30, 2023.

Our gross profit (loss) could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials.

General and Administrative Expenses

For the nine months ended September 30, 2024, general and administrative expenses were $323,493 compared to $387,829 for the nine months ended September 30, 2023, a decrease of $64,336. This decrease was due to a decrease in operations.

Advertising Expense

For the nine months ended September 30, 2024, advertising expenses were $20,479 compared to $63,462 for the nine months ended September 30, 2023, a decrease of $42,983. This decrease was due to a decrease in operations.

Legal and Accounting Expense

For the nine months ended September 30, 2024, Legal and Accounting expenses were $210,530 compared to $206,406 for the nine months ended September 30, 2023, an increase of $4,124. This increase was due to the filing of the Company's registration statement filed on October 21, 2024.

Consulting expense

For the nine months ended September 30, 2024, Consulting expenses were $357,573 compared to $372,724 for the nine months ended September 30, 2023, a decrease of $15,151.

Interest Expense

For the nine months ended September 30, 2024, Interest expenses were $177,944 compared to $113,666 for the nine months ended September 30, 2023, an increase of $64,278. This increase was due to the addition of new notes and conversion of advances to interest bearing notes.

Our net loss for the nine months ended September 30, 2024, was $1,089,953 compared to $1,137,234 for the nine months ended September 30, 2023, an increase of $47,281. This increase was due primarily from the shares and warrants issued for services to consultants.

Liquidity and Capital Resources

The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. Since its inception, the Company has been funded by related parties through capital investment and borrowing of funds.

At September 30, 2024, the Company had total current assets of $48,120 compared to $30,854 at December 31, 2023.

21

At September 30, 2024, the Company had total current liabilities of $3,345,115 compared to $2,964,683 at December 31, 2023.

We had working capital deficit of $3,296,995 as of September 30, 2024, compared to $2,933,829 as of December 31, 2023.

Cashflows from Operating Activities

During the nine months ended September 30, 2024, cash used in operating activities was $586,973 compared to $442,518 for nine months ended September 30, 2023. Cash used in operating activities for the nine months ended September 30, 2024 was primarily the result of a $1,089,953 net loss.

Cashflows from Financing Activities

During the nine months ended September 30, 2024, cash provided by financing activities was $587,015 compared to $433,525 for the nine months ended September 30, 2023. Cash provided by financing activities for the nine months ended September 30, 2024 was primarily the result of proceeds from notes payable and advances.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Going Concern

Our consolidated financial statements for the period ended September 30, 2024, have been prepared on a going concern basis and Note 2 to the financial statements identifies issues that raise substantial doubt about our ability to continue as a going concern. Our consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Recently Issued Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial position or results of operations upon adoption.

22

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

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

Item 4. Controls and Procedures

As required by Rule 13a-15 of the Exchange Act, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we evaluated the effectiveness of the design and operation of our "disclosure controls and procedures" (each as defined in Rules) as of the end of the period covered by this Quarterly Report on Form 10-Q.

We maintain disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act that are designed to ensure that information required to be disclosed in our reports filed or submitted to the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC's rules and forms, and that information is accumulated and communicated to management, including the principal executive and financial officer as appropriate, to allow timely decisions regarding required disclosures. Based on that evaluation, we identified a material weakness related to the lack of a sufficient complement of competent finance personnel to appropriately account for, review and disclose the completeness and accuracy of transactions we entered into.

Our principal executive officer and principal financial officer evaluated the effectiveness of disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q, pursuant to Rule 13a-15(b) under the Exchange Act. Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of the evaluation date, our disclosure controls and procedures were not effective, due to the material weakness in our control environment and financial reporting process discussed above.

Management believes that the consolidated financial statements in this Quarterly Report on Form 10-Q fairly present, in all material respects, our financial condition as of the Evaluation Date, and results of our operations and cash flows for the Evaluation Date, in conformity with GAAP.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting, identified in connection with the evaluation of such internal control that occurred during the nine months ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

23

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries' officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

The company discovered in September of 2021 that BYLT Basics, a party that it settled a previous trademark litigation case with, is in breach of its settlement agreement and sent a notice of breach to said party. The underlying matter is a trademark dispute for the mark B.Y.L.T. (Reg 6548069) of which the company also filed two oppositions of the party's trademarks at the Trademark Trial and Appeal Board. BYLT Basics filed a lawsuit since the company filed the two oppositions. The company filed a countersuit for trademark infringement and breach of settlement agreement. Attorneys are in contact and trial will take place in June 2025. .

ITEM 1A. RISK FACTORS

There were no material changes during the period covered by this report to the risk factors previously disclosed in our S-1 Registration filed on October 2, 2018 (as amended) and declared Effective on April 23, 2019. Additional risks not presently known, or that we currently deem immaterial, also may have a material adverse effect on our business, financial condition and results of operations.

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

For the year ended December 31, 2023, the Company issued 730,000 shares in connection with the Regulation D offering in the amount of $73,000 valued at $0.10 per share.

For the year ended December 31, 2023, the Company issued 1,570,000 shares in the amount of $157,000 valued at $0.10 per share for consulting services.

For the year ended December 31, 2023, the Company issued 200,000 shares in the amount of $55,000 valued at $0.25 per share for the conversion of $55,000 principal of a convertible note payable made within the terms of the agreement and no gain or loss results from it. In addition, the Company issued 16,250 shares valued at $0.10 per share as consideration upon the execution of these agreements.

As of December 31, 2023 we had 130,397,550 common shares outstanding.

24

For the nine months ended September 30, 2024, the Company issued 1,020,000 shares in the amount of $93,000 valued at $0.10 per share for consulting services.

For the nine months ended September 30, 2024, the Company issued 2,555,720 shares in the amount of $491,786 valued at $0.25 per share were issued for the conversion of $491,786 principal and accrued interest of convertible notes payable made within the terms of the agreement and no gain or loss results from it.

On January 23, 2024, the Company issued 50,000 shares to Hillyer as incentive in relation to the consolidation and modification of various notes, accrued interest and advances.

On March 1, 2024, it was determined that in the best interests of the Company to reduce the total outstanding shares of common stock and Jon Mckenzie retired fifteen million shares of common stock back to the company at no fee and Joey Firestone retired ten million shares of common stock back to the Company at no fee.

On April 26, 2024, the Company issued 18,000 shares to a related party in relation to an accounts payable balance totaling $4,500.

On August 12, 2024, the Company issued 40,000 shares to a consultant decreasing an accounts payable balance by $10,000.

As of September 30, 2024, the Company had 109,081,270 common shares outstanding.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

25

ITEM 6. EXHIBITS

Exhibits. The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

31.1*	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of Sarbanes Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of Sarbanes Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of 2002.
101.INS*		Inline XBRL Instance Document (1)
101.SCH*		Inline XBRL Taxonomy Extension Schema Document (1)
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document (1)
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document (1)
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document (1)
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)
104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) (1)

*	Filed herewith
**	Furnished herewith

26

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ELITE PERFORMANCE HOLDING CORP.
	(Registrant)
Dated: November 19, 2024	By:	/s/ Joey Firestone
		Joey Firestone
		Chief Executive Officer, Chief Financial Officer (Principal Executive Office, Principal Financial Officer and Principal Accounting Officer)

27

Public link

Please use the above public link if you want to share this noodl on another website.