As Filed with the Securities and Exchange Commission on January 23, 2023 Registration No. 333-266848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-1 UNDER THE SECURITIES ACT OF 1933 CRYPTYDE, INC. (Exact Name of Registrant as Specified in its Charter) (State or other jurisdiction of incorporation or organization) Delaware 7379 87-2755739 (Primary Standard Industrial Classification Code Number) 200 9 Avenue North, Suite 220 Safety Harbor, Florida 34695 (866 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission file number: 001-41033 CRYPTYDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 87-2755739 (State or Other Juri ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission file number: 333-264777 CRYPTYDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 87-2755739 (State or Other Jurisdic ...

[PART I - FINANCIAL INFORMATION](index=6&type=section&id=PART%20I) [Item 1. Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents the unaudited condensed consolidated financial statements for Q1 2022, showing increased revenue offset by higher expenses, resulting in a net loss and changes in assets and liabilities [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Details the company's financial position as of March 31, 2022, showing increases in assets and liabilities, and a decrease in stockholder's equity Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$14,888,141** | **$13,978,348** | | Total current assets | $9,932,968 | $8,970,578 | | **Total Liabilities** | **$13,853,933** | **$11,806,996** | | Due to Parent | $5,886,437 | $4,198,546 | | **Total Stockholder's Equity** | **$1,034,208** | **$2,171,352** | [Condensed Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) Presents the company's financial performance for Q1 2022, highlighting a significant increase in net loss despite revenue growth, driven by rising costs Statement of Comprehensive Loss Summary (Unaudited) | Metric | Three Months Ended Mar 31, 2022 | Three Months Ended Mar 31, 2121 | | :--- | :--- | :--- | | Revenues, net | $3,719,647 | $1,757,652 | | Gross profit | $545,264 | $474,494 | | Operating loss | $(1,376,531) | $(19,561) | | Net loss | $(1,137,144) | $(29,007) | | Loss per share – basic and diluted | $(101.04) | $(2.90) | [Condensed Consolidated Statements of Stockholder's Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholder's%20Equity) Details the changes in stockholder's equity for Q1 2022, primarily reflecting a decrease due to the net loss incurred - The net loss of **$1,137,144** for the quarter was the primary driver for the reduction in total stockholder's equity, which fell to **$1,034,208** as of March 31, 2022[25](index=25&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Summarizes cash inflows and outflows for Q1 2022, showing increased cash usage in operations offset by significant financing activities Summary of Cash Flows (Unaudited) | Cash Flow Activity | Three Months Ended Mar 31, 2022 | Three Months Ended Mar 31, 2021 | | :--- | :--- | :--- | | Net cash used in operating activities | $(1,551,911) | $(31,773) | | Net cash used in investing activities | $(6,595) | $(18,228) | | Net cash provided by financing activities | $1,660,247 | $43,958 | | **Net increase in cash** | **$101,741** | **$57,503** | | **Cash at end of period** | **$1,012,935** | **$234,262** | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Details the company's spin-off, accounting policies, related-party transactions, contingent obligations, and post-quarter financing - The company was formed via a spin-off from its parent, Vinco Ventures, Inc. The separation was completed on **June 29, 2022**, after the reporting period[29](index=29&type=chunk)[31](index=31&type=chunk)[80](index=80&type=chunk) - The company has a **$4 million** senior secured promissory note from Wattum Management Inc., a related party and non-controlling member of its CW Machines, LLC joint venture[59](index=59&type=chunk) - Subsequent to the quarter-end, the company closed on significant financing agreements, including a **$33.3 million** senior convertible note and a **$12 million** equity private placement, raising a total of **$42 million** in gross proceeds[77](index=77&type=chunk)[78](index=78&type=chunk) - The company has contingent obligations to issue up to **400,000 shares** of its common stock to former Emmersive Entertainment shareholders based on achieving specific revenue milestones for its Musician & Artist Platform through September 2024[73](index=73&type=chunk)[74](index=74&type=chunk)[75](index=75&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=20&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Analyzes Q1 2022 financial performance and condition, detailing segment contributions, revenue and loss drivers, and liquidity [Overview and Business Segments](index=20&type=section&id=Overview%20and%20Business%20Segments) Describes Cryptyde's three core business segments: Packaging, Web3, and Bitcoin Mining Services, outlining their respective operations - The company is comprised of three main business lines: Packaging (Ferguson Containers), Web3 (BlockHiro, LLC), and Bitcoin Mining Services (CW Machines, LLC)[87](index=87&type=chunk) - The Packaging Business, Ferguson Containers, has over **50 years** of operating history in manufacturing and selling custom packaging[89](index=89&type=chunk) - The Web3 Business plans to use blockchain technology in consumer industries like gaming, music, and art, with a digital coin minting platform expected in 2022[90](index=90&type=chunk) - The Bitcoin Mining Services Business is a joint venture focused on selling Bitcoin mining equipment and co-location services to consumers[91](index=91&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Analyzes Q1 2022 results, showing revenue growth from mining equipment sales, but also increased operating expenses leading to a wider net loss Q1 2022 vs Q1 2021 Results of Operations | Metric | Q1 2022 ($) | Q1 2021 ($) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenues, net | $3,719,647 | $1,757,652 | $1,961,995 | 111.63% | | Gross profit | $545,264 | $474,494 | $70,770 | 14.91% | | SG&A Expenses | $1,921,795 | $494,055 | $1,427,740 | 288.98% | | Operating loss | $(1,376,531) | $(19,561) | $(1,356,770) | 6937.12% | | Net loss | $(1,137,144) | $(29,007) | $(1,108,137) | 3820.24% | - The significant revenue increase was primarily due to the shipment of goods related to the sale of mining equipment[105](index=105&type=chunk) - The sharp increase in SG&A expenses was mainly a result of higher payroll costs and operating costs as a standalone public company[109](index=109&type=chunk) [Liquidity and Capital Resources](index=24&type=section&id=Liquidity%20and%20Capital%20Resources) Assesses the company's liquidity and capital position, detailing historical funding reliance and recent capital raises for future operations - The company has approximately **$40 million** in cash from its former parent (Vinco) and recent private placements, which is believed to be sufficient for the next **12 months** of operations[115](index=115&type=chunk)[121](index=121&type=chunk) Summary of Cash Flows (Q1 2022 vs Q1 2021) | Cash Flow Activity | Three Months Ended Mar 31, 2022 ($) | Three Months Ended Mar 31, 2021 ($) | | :--- | :--- | :--- | | Operating Activities | $(1,551,911) | $31,773 | | Investing Activities | $(6,595) | $(18,228) | | Financing Activities | $1,660,247 | $43,958 | [The Separation](index=26&type=section&id=The%20Separation) Outlines the spin-off from Vinco Ventures, effective June 29, 2022, detailing its rationale, distribution terms, and governing agreements - The separation from Vinco became effective on **June 29, 2022**, with Vinco distributing **100%** of Cryptyde's common stock to its shareholders[127](index=127&type=chunk)[128](index=128&type=chunk) - Key reasons for the spin-off include allowing each company to have a distinct strategic focus, creating differentiated investment opportunities, optimizing capital allocation, and providing direct access to capital markets[129](index=129&type=chunk) - The company entered into a Separation and Distribution Agreement and a Tax Matters Agreement with Vinco to govern the terms of the separation and the ongoing relationship, including asset allocation, liability assumption, and tax responsibilities[140](index=140&type=chunk)[143](index=143&type=chunk)[149](index=149&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exempt from market risk disclosures due to its status as a Smaller Reporting Company - As a Smaller Reporting Company, Cryptyde is exempt from providing disclosures about market risk[153](index=153&type=chunk) [Item 4. Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of March 31, 2022, due to a material weakness in internal controls - Management concluded that disclosure controls and procedures were not effective as of the end of the reporting period[154](index=154&type=chunk) - A material weakness was identified due to limited accounting personnel, leading to an inability to provide timely financial reporting and a lack of segregation of duties[155](index=155&type=chunk) - Remediation efforts began in Q1 2022, including adding accounting personnel and implementing a new accounting system, though the material weakness still existed as of March 31, 2022[156](index=156&type=chunk) [PART II - OTHER INFORMATION](index=32&type=section&id=PART%20II) [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in routine legal actions, none of which are expected to materially impact its financial condition or operations - The company does not expect any ongoing legal proceedings to have a material adverse effect on its business, financial condition, or results of operations[159](index=159&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the company's Form S-1 registration statement - No material changes have occurred to the risk factors disclosed in the Form S-1 filed on **May 9, 2022**[160](index=160&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details two private placements closed in May 2022, involving a convertible note and common stock with warrants, raising significant proceeds - On **May 5, 2022**, the company closed a private placement with Hudson Bay Master Fund, Ltd., issuing a convertible note with a principal of **$33,333,333** and warrants for **3,333,333 shares**, receiving **$30,000,000** in consideration[161](index=161&type=chunk) - On **May 20, 2022**, the company closed an equity private placement with BHP Capital NY, Inc., issuing **1,500,000 shares** of common stock and warrants for **1,500,000 shares**, receiving **$12,000,000** in consideration[164](index=164&type=chunk) [Item 3. Defaults Upon Senior Securities](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults on its senior securities - None[167](index=167&type=chunk) [Item 4. Mine Safety Disclosures](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations - Not Applicable[168](index=168&type=chunk) [Item 5. Other Information](index=32&type=section&id=Item%205.%20Other%20Information) No information was provided under this item [Item 6. Exhibits](index=33&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed with the quarterly report, including key corporate and financing documents - A list of all exhibits filed with the Form 10-Q is provided, referencing key corporate and financing documents[170](index=170&type=chunk)[172](index=172&type=chunk)