10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2019

OR

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period __________ to __________

Commission File Number: 333-198435

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	46-3892319
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification Number)

3550 Lenox Road NE. 21st Floor Atlanta GA 30326

(Address and telephone number of principal executive offices)

Mr. Delray Wannemacher, CEO, (833) 682-2428

3550 Lenox Road NE. 21st Floor Atlanta GA 30326

(Name, address and telephone number of agent for service)

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] No [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, 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. (Check one):

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer	[  ] (Do not check if a smaller reporting company)	Smaller reporting company	[X]
		Emerging growth company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [  ]

As of May 13, 2019, there were outstanding 5,501,417 shares of our common stock, par value $0.0001 per share, 7,000,000 shares of the Company’s Class A Super Voting preferred stock, par value $0.001 per share, and 7,000,000 shares of the Company’s Class C preferred stock, par value $0.001 per share

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC.

FORM 10-Q for the Quarter Ended March 31, 2019

INDEX

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	17
Item 4.	Controls and Procedures	18
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	18
Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	19
Item 4.	Mine Safety Disclosures	19
Item 5.	Other Information	19
Item 6.	Exhibits	19
Signatures		20

2

PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements

Blockchain Holdings Capital Ventures, Inc. (Formerly Southeastern Holdings, Inc.)

A Delaware Corporation

Financial Statements

As of March 31, 2019 (Unaudited) and for the Three Months Then Ended (Unaudited)

3

Blockchain Holdings Capital Ventures, Inc. (Formerly Southeastern Holdings, Inc.)

TABLE OF CONTENTS

	Page
Condensed Financial Statements as of March 31, 2019 and for the Three Months then Ended (Unaudited):
Balance Sheets (Unaudited)	5
Statements of Operations (Unaudited)	6
Statements of Cash Flows (Unaudited)	7
Statement of Stockholders’ Deficiency – for the Three Months Ended March 31, 2019 (Unaudited)	8
Statement of Stockholders’ Deficiency – for the Three Months Ended March 31, 2018 (Unaudited)	9

4

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

BALANCE SHEETS

	As of
	March 31, 2019			December 31, 2018
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	275		$	6,293
Total Current Assets		275			6,293
TOTAL ASSETS	$	275		$	6,293
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
Current Liabilities:
Accounts payable	$	117,706		$	109,572
Accrued compensation - related party		82,500			82,500
Advances from related parties		5,037			-
Accrued expenses		2,291			1,914
Total Current Liabilities		207,534			193,986
Total Liabilities		207,534			193,986
Commitments and Contingencies (Note 6)		-			-
Stockholders’ Deficiency:
Class A super majority voting preferred stock, $0.001 par value; 10,000,000 shares authorized, 7,000,000 issued and outstanding with liquidation preference of $26,317 as of each, March 31, 2019 and December 31, 2018.		26,317			26,317
Class C convertible preferred non-voting stock, $0.001 par value, 10,000,000 shares authorized, 7,000,000 issued and outstanding with liquidation preference of $3,500 as of each, March 31, 2019 and December 31, 2018.		3,500			3,500
Common stock, $0.0001 par value; 150,000,000 shares authorized, 5,301,217 and 4,386,217 issued and outstanding as of March 31, 2019 and December 31, 2018, respectively.		530			438
Additional paid-in capital		40,000			40,000
Accumulated deficit		(277,606	)		(257,948	)
Total Stockholders’ Deficiency		(207,259	)		(187,693	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIENCY	$	275		$	6,293

See accompanying notes, which are an integral part of these financial statements.

5

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

STATEMENTS OF OPERATIONS

	Three Months Ended March 31, 2019			Period from February 5, 2018 (inception) Through March 31, 2018
	(Unaudited)			(Unaudited)
Revenues:
Equipment sales - related party	$	-		$	150,104
Consulting and management fee revenue - related party		-			18,954
Mining commission revenue - related party		-			398
Total Revenue		-			169,456
Cost of goods sold - related party		-			(136,071	)
Total Cost of Goods Sold		-			(136,071	)
Gross Margin		-			33,385
Operating Expenses:
Sales and marketing		3,583			1,247
General and administrative		16,075			2,018
Impairment of long-lived assets		-			26,550
Total Operating Expenses		19,658			29,815
Income/(Loss) from operations		(19,658	)		3,570
Other Income and Expense
Total Other Income (Expense)		-			-
Net Income/(Loss)	$	(19,658	)	$	3,570
Net Income/(Loss) per share (basic and diluted)	$	(0.00	)	$	0.01
Weighted average number of common shares outstanding (basic and diluted)		4,748,884			401,139

See accompanying notes, which are an integral part of these financial statements. 

6

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

STATEMENTS OF CASH FLOWS

	Three Months Ended March 31, 2019			Period from February 5, 2018 (inception) Through March 31, 2018
		(Unaudited)			(Unaudited)
Cash Flows from Operating Activities
Net Income/(Loss)	$	(19,658	)	$	3,570
Adjustments to reconcile net income/(loss) to net cash (used for) operating activities:
Stock-based compensation		92			-
Impairment of long-lived assets		-			26,550
Changes in operating assets and liabilities:
Change in accounts payable		8,134			-
Change in accrued expenses		377			-
Net Cash Provided by/(Used in) Operating Activities		(11,055	)		30,120
Cash Flows from Investing Activities
Purchase of property and equipment		-			(26,550	)
Net Cash Used in Investing Activities		-			(26,550	)
Cash Flows from Financing Activities
Advances from related parties		5,037			-
Net Cash Provided by Financing Activities		5,037			-
Net Change In Cash		(6,018	)		3,570
Cash at Beginning of Period		6,293			-
Cash at End of Period	$	275		$	3,570

See accompanying notes, which are an integral part of these financial statements.

7

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

STATEMENT OF STOCKHOLDERS’ DEFICIENCY

For the Three Months Ended March 31, 2019 (Unaudited)

	Common Stock						Class A Preferred				Class C Convertible Preferred				Additional
	Shares														Paid-in		Accumulated			Stockholders’
	Pre-Split		Post-Split		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			Deficiency
Balance, December 31, 2018		438,621,667		4,386,217	$	438		7,000,000	$	26,317		7,000,000	$	3,500	$	40,000	$	(257,948	)	$	(187,693	)
Issuance of common stock for compensation		91,500,000		915,000		92										-					92
Net loss																		(19,658	)		(19,658	)
Balance, March 31, 2019		530,121,667		5,301,217	$	530		7,000,000	$	26,317		7,000,000	$	3,500	$	40,000	$	(277,606	)	$	(207,259	)

See accompanying notes, which are an integral part of these financial statements. 

8

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

STATEMENT OF STOCKHOLDERS’ DEFICIENCY

For the Three Months Ended March 31, 2018 (Unaudited)

	Common Stock						Class A Preferred				Class C Convertible Preferred				Additional
	Shares														Paid-in		Accumulated			Stockholders’
	Pre-Split		Post-Split		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			Deficiency
Balance, December 31, 2017		40,000,000		400,000	$	40		10,000,000	$	1,000		-	$	-	$	4,761	$	(49,259	)	$	(43,458	)
Issuance of common stock for compensation (pre-reverse recapitalization)		125,000		1,250		-										-					-
Net income																		3,570			3,570
Balance, March 31, 2018		40,125,000		401,250	$	40		10,000,000	$	1,000		-	$	-	$	4,761	$	(45,689	)	$	(39,888	)

See accompanying notes, which are an integral part of these financial statements.

9

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

NOTES TO FINANCIAL STATEMENTS

As of March 31, 2019 (Unaudited) and for the Three Months then Ended (Unaudited)

NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (the “Company”), formerly Southeastern Holdings, Inc. (formerly Safe Lane Systems, Inc.) was incorporated in the State of Colorado on September 10, 2013. Safe Lane Systems, Inc. redomiciled to become a Delaware holding corporation in September of 2016. On September 22, 2016, Safe Lane Systems, Inc. formed two wholly owned subsidiaries, SLS Industrial, Inc and Southeastern Holdings, Inc. (both Delaware corporations) and on September 30, 2016 completed a merger and reorganization in which Southeastern Holdings, Inc. (now Blockchain Holdings Capital Ventures, Inc.) became the holding company. On December 1, 2016, the Company spun off its wholly owned subsidiary, SLS Industrial, Inc., along with its assets and liabilities, leaving Southeastern Holdings, Inc. as the only surviving entity.

On August 23, 2018, the Company entered into a Bill of Sale and Assignment and Assumption Agreement with Blockchain Holdings, LLC (“Blockchain”) pursuant to which the Company purchased all of the assets of Blockchain which are used in the business of sourcing of blockchain mining equipment from various suppliers for their customers and also providing management of the equipment hosted, mining pools and tech work on such equipment. The Company issued 300,000,000 (equivalent to 3,000,000 after the reverse split) shares of its common stock, par value $.0001 to the members of Blockchain in exchange for the assets of Blockchain.

On August 30, 2018 the Company changed its name to Blockchain Holdings Capital Ventures, Inc.

Business description

Blockchain Holdings Capital Ventures, Inc is a public company that is focused on finding, building, vetting and acquiring assets in support of the high growth associated with computing demands including the blockchain space. The Company’s main purpose is to provide a safe, transparent diversified investment vehicle for investors to participate in the very exciting space while managing the risk over a diversified portfolio of assets. The Company’s asset backed cash flowing model will include assets globally but will begin in the United States to ensure a more stable and predictable growth curve.

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the interim reporting rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments (unless otherwise indicated), necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and 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.

Cash Equivalents and Concentration of Cash Balance

The Company considers all highly liquid securities with an original maturity of less than three months to be cash equivalents. The Company’s cash and cash equivalents in bank deposit accounts, at times, may exceed federally insured limits. As of March 31, 2019 and December 31, 2018, the Company’s cash balances did not exceed federally insured limits.

10

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

NOTES TO FINANCIAL STATEMENTS

As of March 31, 2019 (Unaudited) and for the Three Months then Ended (Unaudited)

Fair Value of Financial Instruments

Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities inactive markets, or quoted prices for identical or similar assets or liabilities in markets that are not active).

Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets approximate their fair value.

Revenue Recognition

The Company recognizes revenue under ASC 606, using the following five-step model, which requires that the Company: (1) identify a contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to performance obligations and (5) recognize revenue as performance obligations are satisfied. The Company’s revenue streams historically consisted of three components:

1.	Equipment sales – The Company purchases and resells equipment, recognizing the equipment’s original costs and costs to deliver such to the customer as costs of goods sold.
2.	Consulting and management fees – These fees consist of various services provided to companies entering the blockchain space and range from equipment setup to facility management to general consulting.
3.	Coin mining commissions – On an ongoing basis, the Company collects a 5% commission on coins processed by its management clients.

While the Company generated early revenue from the aforementioned sources, the Company has shifted its focus to finding, building, vetting and acquiring assets to support computing demands including the blockchain space and is not currently pursuing operations that historically have generated revenue. There can be no assurances that these efforts will generate future revenue.

Stock-Based Compensation

The Company accounts for share-based payments pursuant to ASC 718, “Stock Compensation” and, accordingly, the Company records compensation expense for share-based awards based upon an assessment of the grant date fair value for stock options and restricted stock awards using the Black-Scholes option pricing model.

Stock compensation expense for stock options is recognized over the vesting period of the award or expensed immediately when stock or options are awarded for previous or current service without further recourse.

In February and March 2019, the Company granted advisors and consultants 915,000 shares of common stock in connection with services provided. 875,000 of these shares vested immediately, and the remaining 40,000 vests at a rate of 4,500 per quarter beginning in the second quarter of 2019, with 10,000 shares due upon closing a financing and 16,500 due in the first quarter of 2020. The Company recognized stock-based compensation expense of $92 during the three months ended March 31, 2019.

11

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

NOTES TO FINANCIAL STATEMENTS

As of March 31, 2019 (Unaudited) and for the Three Months then Ended (Unaudited)

Income Taxes

The Company is subject to taxation in various jurisdictions and may be subject to examination by various authorities.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carryforwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company recognizes the amount of taxes payable or refundable for the current year and recognizes deferred tax liabilities and assets for the expected future tax consequences of events and transactions that have been recognized in the Company’s financial statements or tax returns.

NOTE 3: GOING CONCERN

As shown in the accompanying financial statements as of March 31, 2019, the Company had $275 of cash, as compared to total current liabilities of $207,534, has incurred substantial operating losses, and had an accumulated deficit of $277,606. Furthermore, the Company’s revenue history has been limited and unstable, and there can be no assurances of future revenues.

Given these factors, the Company is dependent on financing from outside parties, and management intends to pursue outside capital through debt and equity vehicles. There is no assurance that these efforts will materialize or be successful or sufficient to fund operations and meet obligations as they come due.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, however, the above conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

NOTE 4: STOCKHOLDERS’ DEFICIENCY

The Company has designated ten million (10,000,000) shares of its preferred stock, par value $0.001 as Class A Preferred Super Majority Voting Stock* (“Class A”). The Class A shares have the right to vote upon matters submitted to the holders of common stock, par value $0.0001 of the Company. Class A shares have a vote equal to the number of shares of common stock of the Company which would give the holders of the Class A shares a vote equal to sixty percent (60%) of the common stock. This vote shall be exercised pro-rata by the holders of the Class A. The Company shall have the right to redeem, in its sole and absolute discretion, at any time one (1) year after the date of issuance of such Class A shares, all or any portion of the shares of Class A at a price of one cent ($0.01) per share. On October 4, 2018, the Company issued a total of 7,000,000 Class A shares to its CEO and COO as stock-based compensation for services rendered.

The Company has not currently authorized a Class B designation of Preferred Stock.

12

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

NOTES TO FINANCIAL STATEMENTS

As of March 31, 2019 (Unaudited) and for the Three Months then Ended (Unaudited)

The Company has designated ten million (10,000,000) shares of its preferred stock, par value $0.001 as Class C Convertible Preferred Non-Voting Stock* (“Class C”). Each share of Class C shall be convertible into five (5) shares of common stock. The holders of Class C shall be entitled to receive the same dividend as the holders of the common stock and such dividend shall be paid pro rata per share on a fully converted basis. The holders of Class C shall have piggyback registration rights. The Company shall have the right to redeem, in its sole and absolute discretion, at any time after five (5) years, all or any portion of the shares of Class C at a price of five dollars ($5.00) per share. The Class C shares shall be considered to have a junior liquidation preference to Class A shares and a senior dividend preference to Class A shares. On October 4, 2018, the Company issued a total of 7,000,000 Class C shares to its CEO and COO as stock-based compensation for services rendered. Subsequently, in April 2019, the Company filed an amended and restated certificate of designation, which restricts the CEO and COO from converting the 7,000,000 shares into common stock for 36 months from the issuance date.

As of March 31, 2019, the Company was authorized to issue 150,000,000 shares of common stock. All common stock shares have full dividend and voting rights. However, it is not anticipated that the Company will be declaring dividends in the foreseeable future.

As of March 31, 2019, the Company had 5,301,217 common shares outstanding.

As of March 31, 2019, 7,000,000 shares of Class A Preferred Stock and 7,000,000 shares of Class C Preferred Stock were issued and outstanding.

NOTE 5: RELATED PARTY TRANSACTIONS

As of March 31, 2019 and December 31, 2018, accrued consulting fees due to the CEO and COO totaled $82,500 and $82,500, respectively.

The Company does not currently have consulting or employment agreements with these individuals, and as a result, these fees may fluctuate from time to time. While the Company believes these individuals were appropriately classified as contractors and has accordingly neither paid nor accrued payroll taxes, these payments may result in future tax liabilities should the Internal Revenue Service deem these individuals to be employees.

During the three months ended March 31, 2019, the Company’s CEO advanced $3,722, and the COO advanced $1,315 to fund operations. These advances bear no interest, are unsecured, and are due on demand.

During the period from February 5, 2018 (Inception) through March 31, 2018, The Company paid out an estimated $398 in cryptocurrency as commissions to its CEO and COO from the Company’s mining operations and included this in sales and marketing expense. These commissions are included in sales and marketing expense on the statement of operations.

13

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (Formerly Southeastern Holdings, Inc.)

NOTES TO FINANCIAL STATEMENTS

As of March 31, 2019 (Unaudited) and for the Three Months then Ended (Unaudited)

During the period from February 5, 2018 (Inception) through March 31, 2018, the Company’s revenues and costs of goods sold included the following related party transactions:

	Management and Consulting Fees		Equipment Sales			Mining Commissions
Customer	February 5, 2018 (Inception) through March 31, 2018		February 5, 2018 (Inception) through March 31, 2018			February 5, 2018 (Inception) through March 31, 2018
ChineseInvestors.com, Inc. (1)	$	18,954	$	141,263		$	398
Paul Dickman (2)		-		2,391			-
Delray Wannemacher (3)		-		6,450			-
Total related party revenue	$	18,954	$	150,104		$	398
Cost of goods sold		-		(136,071	)		-
Gross margin	$	18,954	$	14,033		$	398

(1) Paul Dickman, the Company’s former CEO, is the CFO of ChineseInvestors.com, Inc. and is therefore deemed to exercise significant influence.

(2) Paul Dickman is the Company’s former CEO.

(3) Delray Wannemacher is the Company’s current CEO.

NOTE 6: CONCENTRATIONS, COMMITMENTS AND CONTINGENCIES

During the period from February 5, 2018 (Inception) through March 31, 2018, the Company identified a 95% concentration in overall revenue from one customer, which concentration it deemed significant. The Company identified no significant concentrations for the three months ended March 31, 2019.

NOTE 7: RECENT ACCOUNTING PRONOUNCEMENTS

In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842). This ASU requires a lessee to recognize a right-of-use asset and a lease liability under most operating leases in its balance sheet. The ASU is effective for annual and interim periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted this accounting policy on January 1, 2019 and has determined that it currently does not impact the Company’s financial statements.

Management does not believe that any other recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

NOTE 8: SUBSEQUENT EVENTS

On April 19, 2019, the Company entered into an agreement with a professional services provider, which called for the issuance of 200,000 shares of common stock as compensation.

14

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties and are based on the beliefs and assumptions of management and information currently available to management. The use of words such as “believes”, “expects”, “anticipates”, “intends”, “plans”, “estimates”, “should”, “likely” or similar expressions, indicates a forward-looking statement. In connection with, and because we desire to take advantage of, the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on our behalf. We disclaim any obligation to update forward-looking statements.

The identification in this report of factors that may affect our future performance and the accuracy of forward-looking statements is meant to be illustrative and by no means exhaustive. All forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

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

The following discussion should be read in conjunction with our unaudited financial statements and notes thereto included herein.

General

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (the “Company”), formerly Southeastern Holdings, Inc. (formerly Safe Lane Systems, Inc.) was incorporated in the State of Colorado on September 10, 2013. Safe Lane Systems, Inc. redomiciled to become a Delaware holding corporation in September of 2016. On September 22, 2016, Safe Lane Systems, Inc. formed two wholly owned subsidiaries, SLS Industrial, Inc and Southeastern Holdings, Inc. (both Delaware corporations) and on September 30, 2016 completed a merger and reorganization in which Southeastern Holdings, Inc. (now Blockchain Holdings Capital Ventures, Inc.) became the holding company. On December 1, 2016, the Company spun off its wholly owned subsidiary, SLS Industrial, Inc., along with its assets and liabilities, leaving Southeastern Holdings, Inc. as the only surviving entity.

On August 23, 2018, the Company entered into a Bill of Sale and Assignment and Assumption Agreement with Blockchain Holdings, LLC (“Blockchain”) pursuant to which the Company purchased all of the assets of Blockchain which are used in the business of sourcing of blockchain mining equipment from various suppliers for their customers and also providing management of the equipment hosted, mining pools and tech work on such equipment. The Company issued 300,000,000 shares of its common stock, par value $.0001 valued at $300,000 to the members of Blockchain in exchange for the assets of Blockchain.

The Company has accounted for this transaction as a reverse recapitalization under ASC 805, under which the operating entity, Blockchain Holdings, LLC, adopted the assets, liabilities and equity structure of Blockchain Holdings Capital Ventures, Inc. on August 23, 2018, while retaining its historical activity.

On August 30, 2018 the Company changed its name to Blockchain Holdings Capital Ventures, Inc.

Blockchain Holdings Capital Ventures, Inc is focused on finding, building, vetting and acquiring assets in support of the high growth associated with computing demands including the blockchain space. The Company’s main purpose is to provide a safe, transparent diversified investment vehicle for investors to participate in the very exciting space while managing the risk over a diversified portfolio of assets. Our asset backed cash flowing model will include assets globally but will begin in the United States to ensure a more stable and predictable growth curve.

15

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. However, the above conditions raise substantial doubt about the Company’s ability to do so. New business opportunities may never emerge, and we may not be able to sufficiently fund the pursuit of new business opportunities should they arise.

As of March 31, 2019, we had approximately $275 in cash on hand. Our current monthly cash burn rate is approximately $35,000, and it is expected that burn rate will continue and is expected to continue at $35,000 until significant additional capital is raised and our marketing plan is executed. Our trade creditors may call debts at any time, and our cash reserves would not be sufficient to satisfy all balances. We are currently dependent on minimal expenses to be covered by a loan or other cash infusion from the Company’s CEO and Director Delray Wannamaker, and COO and Director, Daniel Wong. There is no guarantee that this cash infusion will continue to be made.

Operating results for the three months ended March 31, 2019 and for the period from February 5, 2018 (Inception) through March 31, 2018:

For the three months ended March 31, 2019, the Company generated revenues of $0 from operations, compared to $169,456 for the period from February 5, 2018 (Inception) through March 31, 2018, a decrease of $169,456 or 100%. The decrease in revenues were a result of isolated non-recurring sales during the period and a subsequent shift in the Company’s business plans.

For the three months ended March 31, 2019, costs of net revenues were $0, compared to $136,071 for the period from February 5, 2018 (Inception) through March 31, 2018, a decrease of $136,071 or 100%. The decrease in costs was directly attributable to a lack of revenues for the three months ended March 31, 2019.

As a result of the changes in revenues and cost of net revenues discussed above, the Company’s gross profit decreased from $33,385, or 20% of revenue, for the period from February 5, 2018 (Inception) through March 31, 2018 to $0, or 0% of revenue for the three months ended March 31, 2019.

For the three months ended March 31, 2019, selling, general and administrative expenses were $19,658, compared to $3,265 during the period from February 5, 2018 (Inception) through March 31, 2018, an increase of $16,393, or 502%. The increase in these expenses are attributable to increased legal, accounting and other professional fees.

During the three months ended March 31, 2019, the Company recognized $0 of impairment expense and $26,550 during the period from February 5, 2018 (Inception) through March 31, 2018, as a result of equipment that was deemed worthless.

As a result of the changes in revenues, costs and expenses, the Company incurred a net loss of $19,658 for the three months ended March 31, 2019, compared to net income of $3,570 for the period from February 5, 2018 (Inception) through March 31, 2018, a change of $23,228, or 651%.

The future trends of all expenses are expected to be primarily driven by the Company’s ability to execute its business plans. Furthermore, the Company’s ability to continue to fund operating expenses will depend on its ability to raise capital. There can be no assurance that the Company will be successful in doing so.

Liquidity and Capital Resources

The Company’s cash position at March 31, 2019 decreased by $6,018 to $275, as compared to a balance of $6,293, as of December 31, 2018. The net decrease in cash for the three months ended March 31, 2019 was attributable to net cash used in operating activities of $11,055, offset by net cash provided by financing activities of $5,037.

As of March 31, 2019, the Company had a deficit in working capital of $207,259 compared to a deficit in working capital of $187,693, at December 31, 2018, representing a decrease in working capital of $19,566, attributable to cash used in operations and increased liabilities as a result of additional accrued professional fees.

16

Net cash used in operating activities of $11,055 during the three months ended March 31, 2019, as compared to net cash provided by operating activities during the period from February 5, 2018 (Inception) through March 31, 2018 of $30,120, was primarily attributable to a significant net loss, which was offset by stock-based compensation and decreases in accounts payable and accrued liabilities.

Net cash used by investing activities of $0 for the three months ended March 31, 2019 decreased by $26,550 from $26,550 of cash used by investing activities for the period from February 5, 2018 (Inception) through March 31, 2018. This is attributable to the Company making no purchases meeting the fixed asset capitalization threshold during the three months ended March 31, 2019.

Net cash provided by financing activities of $5,037 during the three months ended March 31, 2019 increased by $5,037, as compared to $0 during the period from February 5, 2018 (Inception) through March 31, 2018. The difference was a result of advances from related parties during the three months ended March 31, 2019.

As reported in the accompanying consolidated financial statements, for the three months ended March 31, 2019 and for the period from February 5, 2018 (Inception) through March 31, 2018, the Company incurred net losses of $19,658 and net income of $3,570, respectively. The Company produced revenues during the 2018 period and did not produce revenues during the 2019 period. The Company’s ability to continue as a going concern is dependent upon its ability to generate additional revenue, reach consistent profitability and raise additional capital. To date, the Company has raised funds from related party advances and the sale of common stock to its former CEO. It intends to finance its future operating activities and its working capital needs largely from proceeds from the sale of equity securities, if any. The sale of equity and entry into other future financing arrangements may result in dilution to stockholders and those securities may have rights senior to those of common shares. If the Company raises additional funds through the issuance of convertible notes or other debt financing, these activities or other debt could contain covenants that would restrict the Company’s operations. Any other third-party funding arrangements could require the Company to relinquish valuable rights. The Company will require additional capital beyond its currently anticipated needs. Additional capital, if available, may not be available on reasonable terms or at all.

While the Company has historically generated revenues, it has not generated any revenues or profits from its current operations. The Company expects to continue to incur operating losses as it incurs professional fees and other expenses related to implementing its business plan. The future trends of all expenses are expected to be primarily driven by the Company’s ability to execute its business plans and continue to generate revenue. Furthermore, the Company’s ability to continue to fund operating expenses will depend on its ability to raise capital. There can be no assurance that the Company will be successful in doing so.

Financial Condition

The Company’s total assets as of March 31, 2019 and December 31, 2018 were $275 and $6,293, respectively, representing a decrease of $6,018, or 96%. Total liabilities as of March 31, 2019 and December 31, 2018 were $207,534 and $193,986, respectively, for an increase of $13,548, or 7%. The significant change in the Company’s financial condition is attributable to cash burn from operations and increases in accounts payable and accrued expenses. As a result of these transactions, the Company’s cash position decreased from $6,293 to $275 during the three months ended March 31, 2019.

Off-Balance Sheet Arrangements

We have made no 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 is material to investors.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not required for smaller reporting companies.

17

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

An evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Operating Officer, of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report on Form 10-Q. Disclosure controls and procedures are procedures designed with the objective of ensuring that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, such as this Form 10-Q, is recorded, processed, summarized and reported, within the time period specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and is communicated to our management, including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on that evaluation, our management concluded that, as of March 31, 2019, our disclosure controls and procedures were not effective.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended March 31, 2019 that materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II

Item 1. Legal Proceedings.

The Company is not a party to any legal proceeding that it believes will have a material adverse effect upon its business or financial position.

Item 1A. Risk Factors.

Not required for smaller reporting companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

During the period from January 1, 2019 through March 31, 2019, the Company issued the following unregistered securities.

On February 14, 2019, the Company agreed to issue 100,000 shares of common stock to Nancy Madland in exchange for services rendered to the Company.

On February 15, 2019, the Company agreed to issue 125,000 shares of common stock to Fisher Herman Construction, LLC in exchange for execution of a 24-month service contract with the Company. The agreement calls for 375,000 future shares to be issued over the term of the contract, so long as the contract is in full force and effect, consisting of (i) 50,000 shares every 90 days and (ii) 75,000 shares due upon completion of the contract.

On February 15, 2019, the Company agreed to issue 200,000 shares of common stock to Thomas Friend in exchange for services to be rendered to the Company.

On February 28, 2019, the Company agreed to issue 40,000 shares of common stock to Paul Manos in exchange for services rendered.

On March 1, 2019, the Company issued 200,000 shares of common stock to Doug Zook in exchange for services rendered.

On March 1, 2019, the Company issued 200,000 shares of common stock to Patrick Scheetz in exchange for services rendered.

18

On March 19, 2019, the Company agreed to issue 50,000 shares of common stock to Kyle Sledge in exchange for services to be rendered to the Company.

The Company generated no proceeds from these transactions.

Item 3. Defaults Upon Senior Securities.

There have been no defaults upon senior securities.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

a. Exhibits

31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

19

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 hereunto duly authorized.

	Blockchain Holdings Capital Ventures, Inc.
Date: May 13, 2019	By:	/s/ Delray Wannemacher
		Delray Wannemacher, CEO
Date: May 13, 2019	By:	/s/ Daniel Wong
		Daniel Wong, COO &
		Acting Principal Financial Officer

20

EX-31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Delray Wannemacher, Chief Executive Officer, of Blockchain Holdings Capital Ventures, Inc., a Delaware corporation (the “Registrant”), certify that:

1. I have reviewed this quarterly report on Form 10-Q for the quarter ended March 31, 2019 of the Registrant;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant) and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting;

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal controls over financial reporting, to the Registrant’s auditors and the audit committee of Registrant’s board of directors (or persons performing the equivalent function):

a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial data information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls over financial reporting.

Date: May 13, 2019

/s/ Delray Wannemacher

Delray Wannemacher, CEO

EX-31.2

CERTIFICATION OF CHIEF OPERATING OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Daniel Wong, Chief Operating Officer and Acting Principal Financial Officer, of Blockchain Holdings Capital Ventures, Inc., a Delaware corporation (the “Registrant”), certify that:

1. I have reviewed this quarterly report on Form 10-Q for the quarter ended March 31, 2019 of the Registrant;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant) and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting;

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal controls over financial reporting, to the Registrant’s auditors and the audit committee of Registrant’s board of directors (or persons performing the equivalent function):

a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial data information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls over financial reporting.

Date: May 13, 2019

/s/ Daniel Wong

Daniel Wong, COO

and Acting Principal Financial Officer

EX-32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Blockchain Holding Capital Ventures, Inc. (the “Registrant”) on Form 10-Q for the three months ended March 31, 2019 as filed with the Securities and Exchange Commission (the “Report”), I, Delray Wannemacher, Chief Executive Officer of the Registrant, certify, pursuant to 18 U.S.C. SS. 1350, as adopted pursuant to SS. 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Registrant.

Date: May 13, 2019

/s/ Delray Wannemacher

Delray Wannemacher, CEO

EX-32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Blockchain Holding Capital Ventures, Inc. (the “Registrant”) on Form 10-Q for the three months ended March 31, 2019 as filed with the Securities and Exchange Commission (the “Report”), I, Daniel Wong, Chief Operating Officer and Acting Principal Financial Officer of the Registrant, certify, pursuant to 18 U.S.C. SS. 1350, as adopted pursuant to SS. 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Registrant.

Date: May 13, 2019

/s/ Daniel Wong

Daniel Wong, COO

and Acting Principal Financial Officer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 13, 2019
Document And Entity Information
Entity Registrant Name	Blockchain Holdings Capital Ventures, Inc.
Entity Central Index Key	0001614826
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		5,501,417
Trading Symbol	BHCV
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2019

XML

Balance Sheets - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Current Assets:
Cash and cash equivalents	$ 275	$ 6,293
Total Current Assets	275	6,293
TOTAL ASSETS	275	6,293
Current Liabilities:
Accounts payable	117,706	109,572
Accrued compensation - related party	82,500	82,500
Advances from related parties	5,037
Accrued expenses	2,291	1,914
Total Current Liabilities	207,534	193,986
Total Liabilities	207,534	193,986
Commitments and Contingencies (Note 6)
Stockholders' Deficiency:
Common stock, $0.0001 par value; 150,000,000 shares authorized, 5,301,217 and 4,386,217 issued and outstanding as of March 31, 2019 and December 31, 2018, respectively.	530	438
Additional paid-in capital	40,000	40,000
Accumulated deficit	(277,606)	(257,948)
Total Stockholders' Deficiency	(207,259)	(187,693)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	275	6,293
Class A Super Majority Voting Preferred Stock [Member]
Stockholders' Deficiency:
Preferred stock, value	26,317	26,317
Class C Convertible Preferred Non-Voting Stock [Member]
Stockholders' Deficiency:
Preferred stock, value	$ 3,500	$ 3,500

XML

Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2019	Dec. 31, 2018
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	5,301,217	4,386,217
Common stock, shares outstanding	5,301,217	4,386,217
Class A Super Majority Voting Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	7,000,000	7,000,000
Preferred stock, shares outstanding	7,000,000	7,000,000
Preferred stock, liquidation preferences	$ 26,317	$ 26,317
Class C Convertible Preferred Non-Voting Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	7,000,000	7,000,000
Preferred stock, shares outstanding	7,000,000	7,000,000
Preferred stock, liquidation preferences	$ 3,500	$ 3,500

XML

Statements of Operations (Unaudited) - USD ($)	2 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2019
Revenues:
Total Revenue	$ 169,456
Total Cost of Goods Sold	(136,071)
Gross Margin	33,385
Operating Expenses:
Sales and marketing	1,247	3,583
General and administrative	2,018	16,075
Impairment of long-lived assets	26,550
Total Operating Expenses	29,815	19,658
Income/(Loss) from operations	3,570	(19,658)
Other Income and Expense
Total Other Income (Expense)
Net Income/(Loss)	$ 3,570	$ (19,658)
Net Income/(Loss) per share (basic and diluted)	$ 0.01	$ (0.00)
Weighted average number of common shares outstanding (basic and diluted)	401,139	4,748,884
Equipment Sales - Related Party [Member]
Revenues:
Total Revenue	$ 150,104
Consulting and Management Fee Revenue - Related Party [Member]
Revenues:
Total Revenue	18,954
Mining Commission Revenue - Related Party [Member]
Revenues:
Total Revenue	398
Cost of Goods Sold - Related Party [Member]
Revenues:
Total Cost of Goods Sold	$ (136,071)

XML

Statements of Cash Flows (Unaudited) - USD ($)	2 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2019
Cash Flows from Operating Activities
Net Income/(Loss)	$ 3,570	$ (19,658)
Adjustments to reconcile net income/(loss) to net cash (used for) operating activities:
Stock-based compensation		92
Impairment of long-lived assets	26,550
Changes in operating assets and liabilities:
Change in accounts payable		8,134
Change in accrued expenses		377
Net Cash Provided by/(Used in) Operating Activities	30,120	(11,055)
Cash Flows from Investing Activities
Purchase of property and equipment	(26,550)
Net Cash Used in Investing Activities	(26,550)
Cash Flows from Financing Activities
Advances from related parties		5,037
Net Cash Provided by Financing Activities		5,037
Net Change In Cash	3,570	(6,018)
Cash at Beginning of Period		6,293
Cash at End of Period	$ 3,570	$ 275

XML

Statement of Stockholders' Deficiency (Unaudited) - USD ($)	2 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2019	Mar. 31, 2018
Common Stock [Member]
Balance		$ 438	$ 40
Balance Pre-Split, shares		438,621,667	40,000,000
Balance Post-Split, shares		4,386,217	400,000
Issuance of common stock for compensation, Pre-Split shares		91,500,000	125,000
Issuance of common stock for compensation, Post-Split shares		915,000	1,250
Issuance of common stock for compensation		$ 92
Net income (loss)
Balance	$ 40	$ 530	$ 40
Balance Pre-Split, shares	40,125,000	530,121,667	40,125,000
Balance Post-Split, shares	401,250	5,301,217	401,250
Additional Paid-in Capital [Member]
Balance		$ 40,000	$ 4,761
Issuance of common stock for compensation
Net income (loss)
Balance	$ 4,761	40,000	4,761
Accumulated Deficit [Member]
Balance		(257,948)	(49,259)
Issuance of common stock for compensation
Net income (loss)		(19,658)	3,570
Balance	(45,689)	(277,606)	(45,689)
Class A Preferred Stock [Member]
Balance		$ 26,317	$ 1,000
Balance, shares		7,000,000	10,000,000
Issuance of common stock for compensation, Pre-Split shares
Issuance of common stock for compensation
Net income (loss)
Balance	$ 1,000	$ 26,317	$ 1,000
Balance, shares	10,000,000	7,000,000	10,000,000
Class C Convertible Preferred Stock [Member]
Balance		$ 3,500
Balance, shares		7,000,000
Issuance of common stock for compensation, Pre-Split shares
Issuance of common stock for compensation
Net income (loss)
Balance		$ 3,500
Balance Pre-Split, shares
Balance, shares		7,000,000
Balance		$ (187,693)	$ (43,458)
Issuance of common stock for compensation		92
Net income (loss)	$ 3,570	(19,658)	3,570
Balance	$ (39,888)	$ (207,259)	$ (39,888)

XML

Organization and Nature of Operations

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Nature of Operations

NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS

BLOCKCHAIN HOLDINGS CAPITAL VENTURES, INC. (the “Company”), formerly Southeastern Holdings, Inc. (formerly Safe Lane Systems, Inc.) was incorporated in the State of Colorado on September 10, 2013. Safe Lane Systems, Inc. redomiciled to become a Delaware holding corporation in September of 2016. On September 22, 2016, Safe Lane Systems, Inc. formed two wholly owned subsidiaries, SLS Industrial, Inc and Southeastern Holdings, Inc. (both Delaware corporations) and on September 30, 2016 completed a merger and reorganization in which Southeastern Holdings, Inc. (now Blockchain Holdings Capital Ventures, Inc.) became the holding company. On December 1, 2016, the Company spun off its wholly owned subsidiary, SLS Industrial, Inc., along with its assets and liabilities, leaving Southeastern Holdings, Inc. as the only surviving entity.

On August 23, 2018, the Company entered into a Bill of Sale and Assignment and Assumption Agreement with Blockchain Holdings, LLC (“Blockchain”) pursuant to which the Company purchased all of the assets of Blockchain which are used in the business of sourcing of blockchain mining equipment from various suppliers for their customers and also providing management of the equipment hosted, mining pools and tech work on such equipment. The Company issued 300,000,000 (equivalent to 3,000,000 after the reverse split) shares of its common stock, par value $.0001 to the members of Blockchain in exchange for the assets of Blockchain.

On August 30, 2018 the Company changed its name to Blockchain Holdings Capital Ventures, Inc.

Business description

Blockchain Holdings Capital Ventures, Inc is a public company that is focused on finding, building, vetting and acquiring assets in support of the high growth associated with computing demands including the blockchain space. The Company’s main purpose is to provide a safe, transparent diversified investment vehicle for investors to participate in the very exciting space while managing the risk over a diversified portfolio of assets. The Company’s asset backed cash flowing model will include assets globally but will begin in the United States to ensure a more stable and predictable growth curve.

XML

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the interim reporting rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments (unless otherwise indicated), necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and 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.

Cash Equivalents and Concentration of Cash Balance

The Company considers all highly liquid securities with an original maturity of less than three months to be cash equivalents. The Company’s cash and cash equivalents in bank deposit accounts, at times, may exceed federally insured limits. As of March 31, 2019 and December 31, 2018, the Company’s cash balances did not exceed federally insured limits.

Fair Value of Financial Instruments

Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities inactive markets, or quoted prices for identical or similar assets or liabilities in markets that are not active).

Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets approximate their fair value.

Revenue Recognition

The Company recognizes revenue under ASC 606, using the following five-step model, which requires that the Company: (1) identify a contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to performance obligations and (5) recognize revenue as performance obligations are satisfied. The Company’s revenue streams historically consisted of three components:

1.	Equipment sales – The Company purchases and resells equipment, recognizing the equipment’s original costs and costs to deliver such to the customer as costs of goods sold.
2.	Consulting and management fees – These fees consist of various services provided to companies entering the blockchain space and range from equipment setup to facility management to general consulting.
3.	Coin mining commissions – On an ongoing basis, the Company collects a 5% commission on coins processed by its management clients.

While the Company generated early revenue from the aforementioned sources, the Company has shifted its focus to finding, building, vetting and acquiring assets to support computing demands including the blockchain space and is not currently pursuing operations that historically have generated revenue. There can be no assurances that these efforts will generate future revenue.

Stock-Based Compensation

The Company accounts for share-based payments pursuant to ASC 718, “Stock Compensation” and, accordingly, the Company records compensation expense for share-based awards based upon an assessment of the grant date fair value for stock options and restricted stock awards using the Black-Scholes option pricing model.

Stock compensation expense for stock options is recognized over the vesting period of the award or expensed immediately when stock or options are awarded for previous or current service without further recourse.

In February and March 2019, the Company granted advisors and consultants 915,000 shares of common stock in connection with services provided. 875,000 of these shares vested immediately, and the remaining 40,000 vests at a rate of 4,500 per quarter beginning in the second quarter of 2019, with 10,000 shares due upon closing a financing and 16,500 due in the first quarter of 2020. The Company recognized stock-based compensation expense of $92 during the three months ended March 31, 2019.

Income Taxes

The Company is subject to taxation in various jurisdictions and may be subject to examination by various authorities.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carryforwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company recognizes the amount of taxes payable or refundable for the current year and recognizes deferred tax liabilities and assets for the expected future tax consequences of events and transactions that have been recognized in the Company’s financial statements or tax returns.

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Going Concern

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

NOTE 3: GOING CONCERN

As shown in the accompanying financial statements as of March 31, 2019, the Company had $275 of cash, as compared to total current liabilities of $207,534, has incurred substantial operating losses, and had an accumulated deficit of $277,606. Furthermore, the Company’s revenue history has been limited and unstable, and there can be no assurances of future revenues.

Given these factors, the Company is dependent on financing from outside parties, and management intends to pursue outside capital through debt and equity vehicles. There is no assurance that these efforts will materialize or be successful or sufficient to fund operations and meet obligations as they come due.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, however, the above conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

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Stockholders' Deficiency

3 Months Ended

Mar. 31, 2019

Equity [Abstract]

Stockholders' Deficiency

NOTE 4: STOCKHOLDERS’ DEFICIENCY

The Company has designated ten million (10,000,000) shares of its preferred stock, par value $0.001 as Class A Preferred Super Majority Voting Stock* (“Class A”). The Class A shares have the right to vote upon matters submitted to the holders of common stock, par value $0.0001 of the Company. Class A shares have a vote equal to the number of shares of common stock of the Company which would give the holders of the Class A shares a vote equal to sixty percent (60%) of the common stock. This vote shall be exercised pro-rata by the holders of the Class A. The Company shall have the right to redeem, in its sole and absolute discretion, at any time one (1) year after the date of issuance of such Class A shares, all or any portion of the shares of Class A at a price of one cent ($0.01) per share. On October 4, 2018, the Company issued a total of 7,000,000 Class A shares to its CEO and COO as stock-based compensation for services rendered.

The Company has not currently authorized a Class B designation of Preferred Stock.

The Company has designated ten million (10,000,000) shares of its preferred stock, par value $0.001 as Class C Convertible Preferred Non-Voting Stock* (“Class C”). Each share of Class C shall be convertible into five (5) shares of common stock. The holders of Class C shall be entitled to receive the same dividend as the holders of the common stock and such dividend shall be paid pro rata per share on a fully converted basis. The holders of Class C shall have piggyback registration rights. The Company shall have the right to redeem, in its sole and absolute discretion, at any time after five (5) years, all or any portion of the shares of Class C at a price of five dollars ($5.00) per share. The Class C shares shall be considered to have a junior liquidation preference to Class A shares and a senior dividend preference to Class A shares. On October 4, 2018, the Company issued a total of 7,000,000 Class C shares to its CEO and COO as stock-based compensation for services rendered. Subsequently, in April 2019, the Company filed an amended and restated certificate of designation, which restricts the CEO and COO from converting the 7,000,000 shares into common stock for 36 months from the issuance date.

As of March 31, 2019, the Company was authorized to issue 150,000,000 shares of common stock. All common stock shares have full dividend and voting rights. However, it is not anticipated that the Company will be declaring dividends in the foreseeable future.

As of March 31, 2019, the Company had 5,301,217 common shares outstanding.

As of March 31, 2019, 7,000,000 shares of Class A Preferred Stock and 7,000,000 shares of Class C Preferred Stock were issued and outstanding.

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Related Party Transactions

3 Months Ended

Mar. 31, 2019

Related Party Transactions [Abstract]

Related Party Transactions

NOTE 5: RELATED PARTY TRANSACTIONS

As of March 31, 2019 and December 31, 2018, accrued consulting fees due to the CEO and COO totaled $82,500 and $82,500, respectively.

The Company does not currently have consulting or employment agreements with these individuals, and as a result, these fees may fluctuate from time to time. While the Company believes these individuals were appropriately classified as contractors and has accordingly neither paid nor accrued payroll taxes, these payments may result in future tax liabilities should the Internal Revenue Service deem these individuals to be employees.

During the three months ended March 31, 2019, the Company’s CEO advanced $3,722, and the COO advanced $1,315 to fund operations. These advances bear no interest, are unsecured, and are due on demand.

During the period from February 5, 2018 (Inception) through March 31, 2018, The Company paid out an estimated $398 in cryptocurrency as commissions to its CEO and COO from the Company’s mining operations and included this in sales and marketing expense. These commissions are included in sales and marketing expense on the statement of operations.

During the period from February 5, 2018 (Inception) through March 31, 2018, the Company’s revenues and costs of goods sold included the following related party transactions:

	Management and Consulting Fees		Equipment Sales			Mining  Commissions
Customer	February 5, 2018 (Inception) through  March 31, 2018		February 5, 2018 (Inception) through March 31, 2018			February 5, 2018 (Inception) through March 31, 2018
ChineseInvestors.com, Inc. (1)	$	18,954	$	141,263		$	398
Paul Dickman (2)		-		2,391			-
Delray Wannemacher (3)		-		6,450			-
Total related party revenue	$	18,954	$	150,104		$	398
Cost of goods sold		-		(136,071	)		-
Gross margin	$	18,954	$	14,033		$	398

(1) Paul Dickman, the Company’s former CEO, is the CFO of ChineseInvestors.com, Inc. and is therefore deemed to exercise significant influence.

(2) Paul Dickman is the Company’s former CEO.

(3) Delray Wannemacher is the Company’s current CEO.

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Concentrations, Commitments and Contingencies

3 Months Ended

Mar. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Concentrations, Commitments and Contingencies

NOTE 6: CONCENTRATIONS, COMMITMENTS AND CONTINGENCIES

During the period from February 5, 2018 (Inception) through March 31, 2018, the Company identified a 95% concentration in overall revenue from one customer, which concentration it deemed significant. The Company identified no significant concentrations for the three months ended March 31, 2019.

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Recent Accounting Pronouncements

3 Months Ended

Mar. 31, 2019

Accounting Changes and Error Corrections [Abstract]

Recent Accounting Pronouncements

NOTE 7: RECENT ACCOUNTING PRONOUNCEMENTS

In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842). This ASU requires a lessee to recognize a right-of-use asset and a lease liability under most operating leases in its balance sheet. The ASU is effective for annual and interim periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted this accounting policy on January 1, 2019 and has determined that it currently does not impact the Company’s financial statements.

Management does not believe that any other recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

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Subsequent Events

3 Months Ended

Mar. 31, 2019

Subsequent Events [Abstract]

Subsequent Events

NOTE 8: SUBSEQUENT EVENTS

On April 19, 2019, the Company entered into an agreement with a professional services provider, which called for the issuance of 200,000 shares of common stock as compensation.

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2019

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the interim reporting rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments (unless otherwise indicated), necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and 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.

Cash Equivalents and Concentration of Cash Balance

Cash Equivalents and Concentration of Cash Balance

The Company considers all highly liquid securities with an original maturity of less than three months to be cash equivalents. The Company’s cash and cash equivalents in bank deposit accounts, at times, may exceed federally insured limits. As of March 31, 2019 and December 31, 2018, the Company’s cash balances did not exceed federally insured limits.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities inactive markets, or quoted prices for identical or similar assets or liabilities in markets that are not active).

Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets approximate their fair value.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue under ASC 606, using the following five-step model, which requires that the Company: (1) identify a contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to performance obligations and (5) recognize revenue as performance obligations are satisfied. The Company’s revenue streams historically consisted of three components:

1.	Equipment sales – The Company purchases and resells equipment, recognizing the equipment’s original costs and costs to deliver such to the customer as costs of goods sold.
2.	Consulting and management fees – These fees consist of various services provided to companies entering the blockchain space and range from equipment setup to facility management to general consulting.
3.	Coin mining commissions – On an ongoing basis, the Company collects a 5% commission on coins processed by its management clients.

While the Company generated early revenue from the aforementioned sources, the Company has shifted its focus to finding, building, vetting and acquiring assets to support computing demands including the blockchain space and is not currently pursuing operations that historically have generated revenue. There can be no assurances that these efforts will generate future revenue.

Stock-Based Compensation

Stock-Based Compensation

The Company accounts for share-based payments pursuant to ASC 718, “Stock Compensation” and, accordingly, the Company records compensation expense for share-based awards based upon an assessment of the grant date fair value for stock options and restricted stock awards using the Black-Scholes option pricing model.

Stock compensation expense for stock options is recognized over the vesting period of the award or expensed immediately when stock or options are awarded for previous or current service without further recourse.

In February and March 2019, the Company granted advisors and consultants 915,000 shares of common stock in connection with services provided. 875,000 of these shares vested immediately, and the remaining 40,000 vests at a rate of 4,500 per quarter beginning in the second quarter of 2019, with 10,000 shares due upon closing a financing and 16,500 due in the first quarter of 2020. The Company recognized stock-based compensation expense of $92 during the three months ended March 31, 2019.

Income Taxes

Income Taxes

The Company is subject to taxation in various jurisdictions and may be subject to examination by various authorities.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carryforwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company recognizes the amount of taxes payable or refundable for the current year and recognizes deferred tax liabilities and assets for the expected future tax consequences of events and transactions that have been recognized in the Company’s financial statements or tax returns.

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Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2019

Related Party Transactions [Abstract]

Schedule of Revenues and Costs of Goods Sold Included in Related Party Transactions

During the period from February 5, 2018 (Inception) through March 31, 2018, the Company’s revenues and costs of goods sold included the following related party transactions:

	Management and Consulting Fees		Equipment Sales			Mining  Commissions
Customer	February 5, 2018 (Inception) through  March 31, 2018		February 5, 2018 (Inception) through March 31, 2018			February 5, 2018 (Inception) through March 31, 2018
ChineseInvestors.com, Inc. (1)	$	18,954	$	141,263		$	398
Paul Dickman (2)		-		2,391			-
Delray Wannemacher (3)		-		6,450			-
Total related party revenue	$	18,954	$	150,104		$	398
Cost of goods sold		-		(136,071	)		-
Gross margin	$	18,954	$	14,033		$	398

(1) Paul Dickman, the Company’s former CEO, is the CFO of ChineseInvestors.com, Inc. and is therefore deemed to exercise significant influence.

(2) Paul Dickman is the Company’s former CEO.

(3) Delray Wannemacher is the Company’s current CEO.

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Organization and Nature of Operations (Details Narrative) - $ / shares	Aug. 23, 2018	Mar. 31, 2019	Dec. 31, 2018
Common stock, par value		$ 0.0001	$ 0.0001
Blockchain Holdings, LLC [Member]
Number of common stock issued	300,000,000
Number of shares issued equivalent to reverse split	3,000,000
Common stock, par value	$ 0.0001

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Summary of Significant Accounting Policies (Details Narrative) - USD ($)	1 Months Ended		2 Months Ended		3 Months Ended
	Mar. 31, 2019	Feb. 28, 2019	Mar. 31, 2019	Mar. 31, 2018	Mar. 31, 2019
Stock-based compensation expense					$ 92
Advisors and Consultants [Member]
Number of common stock shares granted for services provided	$ 915,000	$ 915,000
Number of shares vested			875,000
Advisors and Consultants [Member] | Beginning in the Second Quarter of 2019 [Member]
Number of shares vested					40,000
Advisors and Consultants [Member] | Second Quarter of 2019 [Member]
Number of shares vested per quarter					4,500
Advisors and Consultants [Member] | Closing of Financing [Member]
Number of shares vested					10,000
Advisors and Consultants [Member] | First Quarter of 2020 [Member]
Number of shares vested					16,500

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Going Concern (Details Narrative) - USD ($)	Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018	Feb. 04, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 275	$ 6,293	$ 3,570
Total current liabilities	207,534	193,986
Accumulated deficit	$ (277,606)	$ (257,948)

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Stockholders' Deficiency (Details Narrative) - $ / shares		3 Months Ended
	Oct. 04, 2018	Mar. 31, 2019	Dec. 31, 2018
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, shares authorized		150,000,000	150,000,000
Common stock, shares outstanding		5,301,217	4,386,217
Class A Super Majority Voting Preferred Stock [Member]
Preferred stock shares designated		10,000,000
Preferred stock, par value		$ 0.001	$ 0.001
Voting percentage for common stock		Class A shares a vote equal to sixty percent (60%) of the common stock
Right to redeemable, description		The Company shall have the right to redeem, in its sole and absolute discretion, at any time one (1) year after the date of issuance of such Class A shares, all or any portion of the shares of Class A at a price of one cent ($0.01) per share.
Preferred stock issued		7,000,000	7,000,000
Preferred stock outstanding		7,000,000	7,000,000
Class A Super Majority Voting Preferred Stock [Member] | Chief Executive Officer and Chief Operating Officer [Member]
Stock issued during period stock-based compensation, shares	7,000,000
Class C Convertible Preferred Non-Voting Stock [Member]
Preferred stock shares designated		10,000,000
Preferred stock, par value		$ 0.001	$ 0.001
Right to redeemable, description		The Company shall have the right to redeem, in its sole and absolute discretion, at any time after five (5) years, all or any portion of the shares of Class C at a price of five dollars ($5.00) per share.
Conversion of common stock, description		Each share of Class C shall be convertible into five (5) shares of common stock.
Preferred stock, redemption price per share		$ 5.00
Preferred stock issued		7,000,000	7,000,000
Preferred stock outstanding		7,000,000	7,000,000
Class C Convertible Preferred Non-Voting Stock [Member] | Chief Executive Officer and Chief Operating Officer [Member]
Stock issued during period stock-based compensation, shares	7,000,000
Class C Convertible Preferred Non-Voting Stock [Member] | Chief Executive Officer and Chief Operating Officer [Member] | April 2019 [Member]
Number of shares restricted for conversion		7,000,000

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Related Party Transactions (Details Narrative) - USD ($)	2 Months Ended
	Mar. 31, 2018	Mar. 31, 2019	Dec. 31, 2018
Chief Executive Officer and Chief Operating Officer [Member]
Accrued consulting fees		$ 82,500	$ 82,500
Cryptocurrency as commission on mining operations	$ 398
Chief Executive Officer [Member]
Due to related party		3,722
Chief Operating Officer [Member]
Due to related party		$ 1,315

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Related Party Transactions - Schedule of Revenues and Costs of Goods Sold Included in Related Party Transactions (Details) - USD ($)		2 Months Ended	3 Months Ended
		Mar. 31, 2018	Mar. 31, 2019
Related Party Transaction [Line Items]
Cost of goods sold		$ (136,071)
Gross margin		33,385
Management and Consulting Fees [Member]
Related Party Transaction [Line Items]
Total related party revenue		18,954
Cost of goods sold
Gross margin		18,954
Management and Consulting Fees [Member] | ChineseInvestors.com, Inc. [Member]
Related Party Transaction [Line Items]
Total related party revenue	[1]	18,954
Management and Consulting Fees [Member] | Paul Dickman [Member]]
Related Party Transaction [Line Items]
Total related party revenue	[2]
Management and Consulting Fees [Member] | Delray Wannemacher [Member]
Related Party Transaction [Line Items]
Total related party revenue	[3]
Equipment Sales [Member] | ChineseInvestors.com, Inc. [Member]
Related Party Transaction [Line Items]
Total related party revenue	[1]	141,263
Equipment Sales [Member] | Paul Dickman [Member]]
Related Party Transaction [Line Items]
Total related party revenue	[2]	2,391
Equipment Sales [Member] | Delray Wannemacher [Member]
Related Party Transaction [Line Items]
Total related party revenue	[3]	6,450
Equipment Sales [Member]
Related Party Transaction [Line Items]
Total related party revenue		150,104
Cost of goods sold		(136,071)
Gross margin		14,033
Mining Commissions [Member]
Related Party Transaction [Line Items]
Total related party revenue		398
Cost of goods sold
Gross margin		398
Mining Commissions [Member] | ChineseInvestors.com, Inc. [Member]
Related Party Transaction [Line Items]
Total related party revenue	[1]	398
Mining Commissions [Member] | Paul Dickman [Member]]
Related Party Transaction [Line Items]
Total related party revenue	[2]
Mining Commissions [Member] | Delray Wannemacher [Member]
Related Party Transaction [Line Items]
Total related party revenue	[3]

[1] Paul Dickman, the Company's former CEO, is the CFO of ChineseInvestors.com, Inc. and is therefore deemed to exercise significant influence.

[2] Paul Dickman is the Company's former CEO.

[3] Delray Wannemacher is the Company's current CEO.

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Concentrations, Commitments and Contingencies (Details Narrative)	2 Months Ended
	Mar. 31, 2018
One Customer [Member]
Concentration risk, percentage	95.00%

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Subsequent Events (Details Narrative)	Apr. 19, 2019 shares
Subsequent Event [Member]
Stock issued during period stock-based compensation, shares	200,000