GWTI 10-Q Quarter ended March 31, 2016

Texas	90-0893594
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☐

Smaller reporting company ☑

PART I				FINANCIAL INFORMATION	Page Number
		Item 1 :		Condensed Financial Statements
				Condensed Consolidated Balance Sheets – March 31, 2016 and December 31, 2015 (Unaudited)	1
				Condensed Consolidated Statements of Operations - Three Months ended March 31, 2016 and 2015 (Unaudited)	2
				Condensed Consolidated Statements of Cash Flows – Three Months ended March 31, 2016 and 2015 (Unaudited)	3
				Notes to Condensed Consolidated Financial Statements (Unaudited)	4
		Item 2:		Management's Discussion and Analysis of Financial Condition and Results of Operations	16
		Item 3:		Quantitative and Qualitative Disclosures About Market Risk	21
		Item 4T:		Controls and Procedures	21
PART II				OTHER INFORMATION
		Item 1:		Legal Proceedings	22
		Item 1A:		Risk Factors	22
		Item 2:		Unregistered Sales of Equity Securities and Use of Proceeds	22
		Item 3:		Defaults Upon Senior Securities	23
		Item 4:		Submission of Matters to a Vote of Security Holders	23
		Item 5:		Other Information	23
		Item 6 :		Exhibits	23
				Signatures	23

		March 31,				December 31,
		2016				2015
Assets
Current Assets
Cash		$	10,295			$	0
Total Current Assets			10,295				0
Fixed assets
Property & equipment			4,015				4,015
Less depreciation			3,370				3,271
			645				744
Other Assets
Mine properties			0				0
Investment			0				0
Total Other Assets			0				0
Total Assets		$	10,940			$	744
Liabilities & Stockholders' Deficit
Current Liabilities
Accounts payable		$	77,173			$	85,545
Stockholder advances			166,756				102,214
Accrued management fees			1,820,602				1,793,617
Accrued expenses			238,365				229,763
Note payable			36,000				0
Derivative liability – warrants			100,262				60,164
Total Current Liabilities			2,439,158				2,271,303
Total Liabilities			2,439,158				2,271,303
Commitments and contingencies
Stockholders' Deficit
Common Class B stock, 20,000,000 shares authorized, par value $0.0001,
15,126,938 issued and outstanding at March 31, 2016 and
December 31, 2015			1,513				1,513
Common Class A stock 300,000,000 shares authorized, par value $0.0001,
188,552,419 and 183,882,132 issued and outstanding at
March 31, 2016 and December 31, 2015, respectively			18,857				18,389
Additional paid-in capital			10,504,183				10,167,670
Accumulated deficit			(12,952,771	)			(12,458,131	)
Total Stockholders' Deficit			(2,428,218	)			(2,270,559	)
Total Liabilities & Stockholders' Deficit		$	10,940			$	744

		2016				2015
Sales		$	0			$	0
Expenses
General and administrative			289,493				315,493
Research and development			164,835				72,000
Depreciation			99				99
Total Expense			454,427				387,592
Operating loss			(454,427	)			(387,592	)
Other income (expenses)
Loss on change in fair value of derivative			(40,098	)			0
Interest expense			(115	)			(36,395	)
Total other income (expense)			(40,213	)			(36,395	)
Operating loss from continuing operations			(494,640	)			(423,987	)
Loss from discontinued operations, net of tax			0				(143,008	)
Loss before income taxes							(566,995	)
Provision for income taxes			0				0
Net loss		$	(494,640	)		$	(566,995	)
Net loss per share;
Basic and diluted net income (loss) per shares Continuing operations		$	0.01			$	0.00
Discontinued operations			0.00				0.00
		$	0.01			$	0.00
Weighted average shares
Outstanding;
Basic and diluted			186,441,276				146,159,118

		2016				2015
Cash Flows from Operating Activities
Net Loss from operations		$	(494,640	)		$	(423,9875	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation			99				98
Stock issued for services			40,480				0
Loss on derivative			40,098				0
Changes in operating assets and liabilities:
Accounts payable			(8,372	)			898
Accrued management fees			26,985				135,563
Derivative			0				0
Accrued expenses			8,602				7,910
Net Cash Used in Operating Activities			(386,748	)			(279,518	)
Cash Flows from Investing Activities			0				0
Cash Flows from Financing Activities
Shareholder advances, net			116,043				136,610
Proceeds - note payable			36,000				0
Decrease in convertible notes payable			0				(22,515	)
Proceeds from sale of common stock			245,000				108,001
Debt issuance cost			0				23,754
Net Cash Provided by Financing Activities			397,043				245,850
Cash Used in Discontinued Operations			0				(43,624	)
Net Increase (Decrease) in Cash			10,295				(77,292	)
Cash Beginning of Period			0				77,503
Cash End of Period		$	10,295			$	211
Supplemental Disclosure of Cash Flow Information:
Cash Paid during the period for interest		$	0			$	0
Cash Paid during the period for taxes		$	0			$	0
Conversion of shareholder advances to common stock		$	51,500			$	18,500

Name of Entity	%		Entity	Incorporation	Relationship
UMED Holdings, Inc.			Corporation	Texas	Parent
Mamaki of Hawaii, Inc.*	100	%	Corporation	Nevada	Subsidiary
Universal Media Corporation	100	%	Corporation	Wyoming	Subsidiary
Greenway Innovative Energy, Inc.	100	%	Corporation	Nevada	Subsidiary
Logistix Technology Systems, Inc.	100	%	Corporation	Texas	Subsidiary

Statement of Operations		As Previously Stated				Reclassification				As Reclassified
Sales		$	27,301			$	(27,301	)		$	0
Cost of sales			3,147				(3,147	)			0
Gross profit			24,154				(24,154	)			0
Expenses
General and administrative			422,299				(106,806	)			315,493
Research and development			72,000				0				72,000
Depreciation			29,839				(29,740	)			99
			524,138				(136,574	)			387,592
Operating loss Other expenses			(499,984	)			(111,492	)			(387,592	)
Interest expense			(67,011	)			30,616				(36,395	)
Operating loss from continuing operations			(566,995	)			143,008				(423,987	)
Loss from discontinued operations			0				(143,008	)			(143,008	)
Loss before income taxes			(566,995	)			0				(566,995	)
Provision for income taxes			0				0				0
Net loss		$	(566,995	)		$	0			$	(566,995	)
Basic loss per share
Operating loss										$	(0.00	)
Loss from discontinued operations										$	(0.00	)

Equipment

5 to 7 years

		Range of
		Lives in				March 31, December 31,
		Years				2016				2015
Equipment			5				2,032				2,032
Furniture and fixtures			5				1,983				1,983
							4,015				4,015
Less accumulate depreciation							(3,370	)			(3,271	)
						$	645				744
Depreciation expense for the period ended						$	99			$	396

		March 31,				December 31,
		2016				2015
Jet Tech LLC In October 2011, the Company acquired a 49% interest in JetTech LLC which is an aerospace maintenance operation located at Meacham Airport in Fort Worth, Texas.  The Company has impaired the investment at March 31, 2016 and December 31, 2014, respectively.		$	0			$	0
TOTAL INVESTMENTS		$	0			$	0

	●	10.4% cash – which is equivalent to $16,500, and,
	●	Warrants – having a fair value of $107,212 and recorded on the balance sheet at $100,262 as of March 31, 2016 and $60,164 at December 31, 2015, which was computed as follows;
				Commitment Date
Expected dividends					0%
Expected volatility					189%
Expected term: conversion feature				3.5 years
Risk free interest rate					1.75%

		2016				2015
Accrued consulting fees		$	238,250			$	229,000
Bank overdraft			0				763
Accrued interest expense			115				0
Total accrued expenses		$	238,365			$	229,763

	2015				2015
Current		$	-			$	-
Deferred			-				-
Total tax provision for (benefit from) income taxes		$	-			$	-

		2016				2015
Federal statutory rate			(34.0	) %			(34.0	) %
State tax, net of federal benefit			(0.0	)			(0.0	)
Permanent differences and other including surtax exemption			0.0				0.0
Valuation allowance			34.0				34.0
Effective tax rate			0.0	%			0.0	%

		2016				2015
Deferred tax assets
Net operating loss carry forwards		$	4,806,093			$	4,028,702
Deferred compensation			2,544,213				2,409,213
Stock based compensation			4,930,968				4,898.968
Other			671,497				1,121,2480
Total			12,952,771				12,458,131
Less valuation allowance			(12,952,771	)			(12,458,131	)
Deferred tax asset			-				-
Deferred tax liabilities
Depreciation and amortization		$	-			$	-
Net long-term deferred tax asset		$	-			$	-

		2015
Sales		$	27,301
Cost of sales			3,147
Gross profit			24,154
Operating Expenses:
General and administrative expenses			106,806
Depreciation			29,740
Total Operating Expenses			136,546
Operating Loss			(112,392	)
Other Income (Expense)
Interest expense			(30,616	)
Loss from discontinued operations		$	( 143,008	)
Loss per share - discontinued operations		$	(0.00	)

		2016				2015
General and administrative		$	289,493			$	315,493
Research and development			164,835				72,000
Depreciation and amortization			99				99
Interest expense			115				36,395

		2015
Sales		$	27,301
Cost of sales			3,147
Gross Profit (Loss)			24,154
General and administrative expense			106,806
Depreciation expense			29,740
Operating loss			(112,392	)
Other expense
Interest expense			(30,616	)
Net loss		$	(143,008	)

(thousands)		2016				2015
Cash provided by (used for):
Operating activities		$	(386,748	)		$	(279,518	)
Investing activities			0				0
Financing activities			397,043				245,850
Cash used in discontinued operations			0				(43,624	)
(Decrease) Increase in cash		$	10,295			$	(77,292	)

●	pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
●	provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
●	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

	Listing of Exhibits:
	31.1	Certification of Chief Executive Officer.
	31.2	Certification of Chief Financial Officer.
	32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	101	Interactive data files pursuant to Rule 405 of Regulation S-T.

	UMED HOLDINGS, INC.
Date:  May 13, 2016	By:	/s/ Ransom Jones
		Its:  Interim Chief Executive Officer
Date:  May 13, 2016	By:	/s/ Randy Moseley
		Its:  Chief Financial Officer