1. Organization and Basis of Presentation

Nature of Business:

Live Current Media, Inc. (the "Company") was incorporated under the laws of the State of Nevada on October 10, 1995.

On April 22, 2022, the Company completed a reverse triangular merger (the "Merger") with Evasyst, Inc. ("KAST") and the Company's wholly owned subsidiary formed for the purpose of completing the Merger, Evasyst Acquisition Inc. ("LIVC Sub"). As part of the Merger, LIVC Sub merged with and into KAST, with KAST continuing as the surviving corporation. Upon completion of the Merger, all of the previously outstanding shares of KAST common stock were automatically converted into the right to receive 125,000,000 shares of the Company's common stock, and each share of LIVC Sub common stock was converted into one share of KAST common stock. As a result of the Merger, the former stockholders of KAST owned approximately 77% the Company's common stock.

Pursuant to the Agreement and Plan of Merger dated January 20, 2022 among the Company, KAST and LIVC Sub (the "Merger Agreement"), John da Costa and Amir Vahabzadeh resigned as directors of the Company and Mark Ollila, Heidi Steiger, Leslie S. Klinger, Justin Weissberg and Annamaria Rapakko were appointed to the board of directors. Pursuant to the Merger Agreement, on completion of the Merger, David Jeffs resigned as CEO and CFO of the Company and Mark Ollila was appointed as new CEO and Chairman of the board of directors and Steve Smith was appointed as CFO of the Company. Mr. Jeffs continues to act as President and as a director of the Company. Heidi Steiger was subsequently appointed Chair uananimously on June 21, 2022.

Although the Company was the legal acquirer of KAST, under generally accepted accounting principles, the Merger was accounted for as a reverse acquisition, with KAST being treated as the acquiring entity for accounting and financial reporting purposes. As used herein, "Live Current" refers to the Company as it existed prior to the completion of the Merger. The purchase price consideration and provisional allocation to net assets acquired is presented below.

Fair value of consideration transferred	$	9,666,250

Recognized amounts of identifiable assets acquired:
Cash and cash equivalents	$	2,355,065
Prepaid expenses and other assets		405,819
Warrant		32,113
Intangible assets and goodwill		8,406,199
		11,199,196
Liabilities assumed:
Accounts payable		(81,794	)
Accrued interest payable		(8,127	)
Convertible notes		(1,443,025	)
		(1,532,946	)

Net identifiable assets	$	9,666,250

Consideration transferred is comprised 35,559,027 shares of common stock with a fair value of $9,423,142 held by Live Current’s shareholders on the date of the merger plus the fair value of 1,300,000 outstanding Live Current stock options. The fair value of the stock options calculated using the Black Scholes option model with the following variables: exercise price $0.10, stock price - $0.265, weighted average volatility – 148.28%, discount rate – 0.43%, and weighted average term of 0.67 years.

The Company is in the process of finalizing the allocation of the consideration to individual net assets acquired. The Company is currently determining the fair value of domain names, and licensing agreements that were acquired. Excess consideration received over the fair value of net assets acquired will be assigned to goodwill.

From acquisition date through June 30, 2022, Live Current had no earnings and incurred a net loss of $291,797.

The pro forma financial information below represents the combined results of operations for the year ended December 31, 2021 as if the acquisition had occurred as of January 1, 2021. Based on preliminary assessment of net assets acquired, no intangible assets with definite lives have been identified thus no amortization of such intangibles is reflected in the pro forma information. The unaudited pro forma financial information is presented for informational purposes only and is neither indicative of the results of operations that would have occurred if the acquisition had taken place at the beginning of the period presented nor indicative of future operating results.

		For the three month period						For the six month period
		June 30, 2022			June 30, 2021			June 30, 2022			June 30, 2021

Revenue	$	67,428		$	109,190		$	154,970		$	233,997
Earnings	$	(767,545	)	$	(546,477	)	$	(3,038,995	)	$	(723,884	)

Basis of Presentation:

The condensed consolidated financial statements, including notes, of the Company are representations of the Company's management, which is responsible for their integrity and objectivity. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information, as well as the instructions to Form 10-Q. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the results for the interim periods reported. The balance sheet at December 31, 2021 was derived from audited annual consolidated financial statements but does not contain all of the footnote disclosures from the annual consolidated financial statements. All amounts presented are in U.S. dollars.

The results of operations for the six month period ended June 30, 2022 are not necessarily indicative of the results expected for the full fiscal year or for any other fiscal period. The Company estimates that for 2022 the anticipated effective annual federal income tax rate will be 0%.

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As of June 30, 2022, the Company has not achieved profitable operations, has incurred recurring operating losses and further losses are possible. The Company has an accumulated deficit of approximately $11.1 million. The Company's ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to further develop its business. To date, the Company has funded operations through the issuance of capital stock and debt. Management plans to continue raising additional funds through equity or debt financings and loans from directors. There is no certainty that further funding will be available as needed. These factors raise substantial doubt about the ability of the Company to continue operating as a going concern. The ability of the Company to continue its operations as a going concern is dependent upon its ability to raise sufficient new capital to fund its operating commitments and ongoing losses and ultimately on generating profitable operations. The consolidated financial statements do not include any adjustments to be recorded to assets or liabilities that might be necessary should the Company be unable to continue as a going concern.

Net Loss per Share:

The Company calculates basic earnings (loss) per share by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding. We do not include the impact of any potentially dilutive common stock equivalents in our basic earnings (loss) per share calculations. Diluted earnings per share reflect potentially dilutive common stock equivalents, including options and warrants that could share in our earnings through the conversion of common shares, except where their inclusion would be anti-dilutive. For the six month periods ended June 30, 2022 and 2021, the Company had the following securities are excluded from the calculation of diluted income per share as their effect would have been anti-dilutive to the net loss for the periods.

	June 30, 2022	June 30, 2021
Stock options	1,300,000	181,503
Restricted stock units	-	398,897
Warrants	5,684,292	-
Convertible notes	7,579,059	Nil
Preferred stock	-	907,232
	14,563,351	1,487,632

Consolidation

The Company’s consolidated financial statements include the accounts of its wholly-owned subsidiaries Live Current Media Inc. and Domain Holdings Inc. The Company has three wholly owned subsidiaries Perfume.com Inc. and Rabbit Asset Purchase Corp and Neverthink Asset Purchase Corp. All intercompany balances and transactions are eliminated in consolidation.

New Accounting Pronouncements:

Accounting standards that have been issued by the Financial Accounting Standards Board that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption.