What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-08-12 compared with 2022-05-13 · 292 added, 188 removed, 200 unchanged (71% of the section changed)

1 unchanged sentence

MINERALS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

March 31, 2022 and December 31, 2021

and cash equivalents

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

30, 2022 and December 31, 2021

Current assets:

and equipment, net

AND STOCKHOLDERS’ DEFICIT

payable and accrued expenses

notes payable

party notes and other payables

Cash and cash

Accounts receivable

Taxes recoverable

Prepaid expenses

Total current assets

Property and equipment, net

Intangible assets, net

Equity investments

LIABILITIES AND STOCKHOLDERS’

EQUITY ( DEFICIT)

Current liabilities:

noncurrent liabilities

Stockholders’

A preferred stock, $ 0.001

Accounts payable and accrued

party notes and other payables

Total current liabilities

Other noncurrent liabilities

Total liabilities

Stockholders’ deficit:

Series A preferred stock, $ 0.001 par value.

10,000,000 shares authorized;

share issued and outstanding as of March 31, 2022 and

December 31, 2021, respectively

D preferred stock, $ 0.001

1 share issued and outstanding as of June 30, 2022 and December 31, 2021

Series D preferred stock,

$ 0.001 par value.

1,000,000 shares authorized;

shares as of March 31, 2022 and December 31, 2021,

stock, $ 0.001 par

4,000,000,000 shares

3,250,000,000 shares

as of March 31, 2022 and December 31, 2021, respectively

paid-in capital

other comprehensive loss

214,006 shares issued and outstanding as of June 30, 2022 and December 31, 2021

Preferred stock

stock, $ 0.001

4,000,000,000

and 3,250,000,000

shares authorized as of June 30 2022 and December 31, 2021, respectively;

3,385,151,300

Brazil Minerals, Inc.

stockholders’ deficit

and 3,109,178,852

shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

Additional paid-in capital

Accumulated other comprehensive

( 56,359,935 )

( 54,957,429 )

Total stockholders’ deficit

( 1,094,469 )

Non-controlling

stockholders’ equity (deficit)

liabilities and stockholders’ deficit

stockholders’ equity

liabilities and stockholders’ equity

accompanying notes are an integral part of the condensed consolidated financial statements.

MINERALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED)

For the Three Months Ended March 31, 2022

months ended March 31

and administrative

and related costs

based compensation

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED)

the Three and Six Months Ended June 30, 2022 and 2021

months ended June 30

Cost of revenue

Operating expenses

from operations

Professional fees

General and administrative

Compensation and related

Stock based compensation

operating expenses

Loss from operations

( 1,013,270 )

expense (income)

on promissory notes

( 1,849,965 )

( 1,893,826 )

Other expense (income)

Interest on promissory

Amortization of debt discounts

and other fees

Extinguishment of debt

expense (income)

other expense

before provision for income taxes

Loss before provision for

( 1,013,256 )

for income taxes

( 1,086,132 )

( 1,847,999 )

( 2,281,500 )

Provision for income

( 1,013,256 )

( 1,086,132 )

( 1,847,999 )

( 2,281,500 )

attributable to non-controlling interest

loss attributable to Brazil Minerals, Inc.

loss attributable to stockholders

$ ( 1,402,506 )

and diluted loss per share

loss per share attributable to Brazil Minerals, Inc.

common stockholders

Weighted-average

number of common shares outstanding:

$ ( 1,542,696 )

Basic and diluted loss per share

loss per share attributable to common stockholders

Weighted-average number of common shares outstanding:

Basic and diluted

3,325,443,461

Comprehensive

2,513,196,303

3,325,443,461

2,513,196,303

Comprehensive loss:

$ ( 1,013,256 )

$ ( 1,086,132 )

$ ( 1,847,999 )

$ ( 2,281,500 )

currency translation adjustment

Comprehensive

Comprehensive loss

( 1,031,061 )

( 1,541,535 )

( 2,262,796 )

Comprehensive

1 unchanged sentence

Comprehensive

loss attributable to Brazil Minerals, Inc.

loss attributable to stockholders

$ ( 871,531 )

$ ( 728,726 )

$ ( 1,340,718 )

$ ( 1,507,993 )

accompanying notes are an integral part of the condensed consolidated financial statements.

MINERALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

the Three Months Ended March 31, 2022 and 2021

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

the Three Months Ended June 30, 2022 and 2021

A Preferred Stock

D Preferred Stock

Comprehensive

Other Comprehensive

Noncontrolling

Stockholders’

December 31, 2020

March 31, 2021

2,552,577,359

2 unchanged sentences

$ ( 909,313 )

of related party convertible notes and other indebtedness into Series D preferred stock

of common stock in connection with sales made under private offerings

of common stock in connection with the exercise of common stock options

of common stock in exchange for consulting, professional and other services

Issuance of common stock

warrants in connection with the issuance of convertible debenture(s)

of convertible debenture(s) and other indebtedness into common stock

of common stock warrants in connection with the issuance of convertible

of convertible notes and accrued interest payable into common stock

based compensation

in foreign currency translation

( 1,086,132 )

June 30, 2021

2,925,793,327

$ ( 740,410 )

$ ( 53,727,767 )

$ ( 119,656 )

A Preferred Stock

D Preferred Stock

Comprehensive

Noncontrolling

Stockholders’

March 31, 2022

3,199,478,004

$ ( 460,316 )

$ ( 55,488,919 )

of common stock in connection with sales made under private offerings

based compensation

in foreign currency translation

of Jupiter Gold common stock in connection with equity offerings

of Apollo Resources common stock in connection with equity offerings

in noncontrolling interest(s)

( 1,013,256 )

June 30, 2022

3,385,151,300

$ ( 651,022 )

$ ( 56,359,935 )

accompanying notes are an integral part of the condensed consolidated financial statements.

MINERALS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

the Six Months Ended June 30, 2022 and 2021

A Preferred Stock

D Preferred Stock

Comprehensive

Noncontrolling

Stockholders’

December 31, 2020

2 unchanged sentences

$ ( 52,185,071 )

$ ( 1,496,252 )

of common stock in connection with sales made under private offerings

of common stock in exchange for consulting, professional and other

of common stock warrants in connection with the issuance of convertible notes

of convertible notes and accrued interest payable into common stock

based compensation

2 unchanged sentences

of Apollo Resources common stock in connection with equity offerings

March 31, 2022

( 1,542,696 )

( 2,281,500 )

June 30, 2021

2,925,793,327

$ ( 740,410 )

$ ( 53,727,767 )

$ ( 119,656 )

A Preferred Stock

D Preferred Stock

Comprehensive

Noncontrolling

Stockholders’ Equity

December 31, 2021

3,109,178,852

$ ( 712,810 )

$ ( 54,957,429 )

of common stock in connection with sales made under private offerings

based compensation

in foreign currency translation

of Apollo Resources common stock in connection with equity offerings

( 1,402,506 )

( 1,847,999 )

June 30, 2022

3,385,151,300

$ ( 651,022 )

$ ( 56,359,935 )

accompanying notes are an integral part of the condensed consolidated financial statements.

MINERALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

the Three Months Ended March 31, 2022 and 2021

months ended March 31

flows from operating activities of continuing operations:

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

the Six Months Ended June 30, 2022 and 2021

months ended June 30

Cash flows from operating activities of continuing

$ ( 1,847,999 )

to reconcile net loss to cash used in operating activities:

based compensation and services

debt issued in satisfaction of other financing costs

and amortization

in operating assets and liabilities:

payable and accrued expenses

( 2,281,500 )

Adjustments to reconcile

net loss to cash used in operating activities:

Stock based compensation

Amortization of debt discounts

Common stock issued in

satisfaction of other financing costs

Convertible debt issued

in satisfaction of other financing costs

Loss on extinguishment

Depreciation and amortization

Changes in operating assets

and liabilities:

Accounts receivable

Taxes recoverable

Prepaid expenses

Deposits and advances

Accounts payable and accrued

noncurrent liabilities

cash used in operating activities

flows from investing activities:

of capital assets

( 1,327,301 )

Cash flows from investing activities:

Acquisition of capital

in intangible assets

cash used in investing activities

flows from financing activities:

proceeds from sale of common stock

from sale of subsidiary common stock to noncontrolling interests

from convertible notes payable

Cash flows from financing activities:

Loan from officer

Net proceeds from sale

of common stock

Proceeds from sale of subsidiary

common stock to noncontrolling interests

Proceeds from convertible

notes payable

Repayment of convertible

notes payable

of loans payable

cash provided by financing activities

of exchange rates on cash and cash equivalents

increase (decrease) in cash and cash equivalents

and cash equivalents at beginning of period

and cash equivalents at end of period

disclosure of non-cash investing and financing activities:

party convertible note payable exchanged for stock

issued in connection with conversion of debt and accrued interest

issued in connection with relief of related party payable

stock warrants issued in connection with convertible promissory notes

Effect of exchange rates

on cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents

at beginning of period

Cash and cash equivalents

at end of period

Supplemental disclosure of non-cash investing

and financing activities:

Shares issued in connection

with conversion of debt and accrued interest

Common stock warrants issued

in connection with convertible promissory notes

accompanying notes are an integral part of the condensed consolidated financial statements.

5 unchanged sentences

(“Brazil Minerals” or the “Company”) was incorporated as Flux Technologies, Corp.

under the laws

of the State of Nevada, U.S.

laws of the State of Nevada, U.S.

on December 15, 2011.

The Company changed its management and business on December 18, 2012, to focus on

mineral exploration.

Brazil Minerals, through subsidiaries, owns mineral rights in Brazil for gold, diamonds, lithium, rare earths, titanium,

iron, nickel, and sand.

The Company changed its management and business on December 18, 2012, to

focus on mineral exploration.

Brazil Minerals, through subsidiaries, owns mineral rights in Brazil for lithium, nickel,

rare earths, titanium, graphite, gold, diamonds, and sand,

and through subsidiaries, iron, gold and quartzite.

of Presentation and Principles of Consolidation

6 unchanged sentences

statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of

the Company as of March 31, 2022, and the results of operations and cash flows for the periods presented.

the Company as of June 30, 2022, and the results of operations and cash flows for the periods presented.

The results of operations for

the three months ended March 31, 2022 and 2021, are not necessarily indicative of the operating results for the full fiscal year or any

future period.

the three and six months ended June 30, 2022 and 2021, are not necessarily indicative of the operating results for the full fiscal year

or any future period.

These unaudited condensed consolidated financial statements should be read in conjunction with the financial statements

18 unchanged sentences

material intercompany accounts and transactions have been eliminated in consolidation.

preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates

preparation of financial statements in conformity with US GAAP requires management to make estimates

and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial

12 unchanged sentences

that might be necessary if the Company is unable to continue as a going concern.

ability of the Company to continue as a going concern is dependent on the Company generating cash from its operations, the sale of its

stock and/or obtaining debt financing.

Historically, the Company has funded its operations primarily through the issuance of debt and

equity securities.

Management’s plan to fund its capital requirements and ongoing operations include the generation of revenue

from its mining operations and projects.

Management’s secondary plan to cover any shortfall is selling its equity securities, including

common stock in the Company, or common stock in Jupiter Gold that it owns, and obtaining debt financing.

There can be no assurance the

Company will be successful in these efforts.

ability of the Company to continue as a going concern is dependent on the Company generating cash from its operations, the sale of

its stock and/or obtaining debt financing.

Historically, the Company has funded its operations primarily through the issuance of

debt and equity securities.

Management’s plan to fund its capital requirements and ongoing operations include the sale

of of common stock in the Company, and, over time, generation of revenue from its mining operations and projects.

Management’s secondary plan to cover any shortfall is selling common stock in Apollo Resources or Jupiter Gold that it owns.

There can be no assurance the Company will be successful in these efforts.

Accounting Pronouncements

2 unchanged sentences

or results of operations except as noted below:

February 2020, the FASB issued ASU 2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) - Amendments to

SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

119 and Update to SEC Section on Effective Date Related to Accounting Standards

2016-02, Leases (Topic 842), which amends the effective date of the original pronouncement for smaller reporting companies.

ASU 2016-13 and its amendments will be effective for the Company for interim and annual periods in fiscal years beginning after December

The Company believes the adoption will modify the way the Company analyzes financial instruments, but it does not anticipate

a material impact on results of operations.

The Company is in the process of determining the effects adoption will have on its consolidated

financial statements.

February 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ ASU”)

2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) - Amendments to SEC Paragraphs Pursuant to SEC Staff

Accounting Bulletin No.

119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No.

2016-02, Leases (Topic

842), which amends the effective date of the original pronouncement for smaller reporting companies.

ASU 2016-13 and its amendments

will be effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2022.

The Company believes

the adoption will modify the way the Company analyzes financial instruments, but it does not anticipate a material impact on results

of operations.

The Company is in the process of determining the effects adoption will have on its consolidated financial statements.

MINERALS, INC.

2 unchanged sentences

and Equipment

following table sets forth the components of the Company’s property and equipment at March 31, 2022 and December 31, 2021:

following table sets forth the components of the Company’s property and equipment at June 30, 2022 and December 31, 2021:

SCHEDULE OF PROPERTY AND EQUIPMENT

and office equipment

and equipment

Computers and office equipment

Machinery and equipment

Total fixed assets

$ ( 431,060 )

$ ( 402,920 )

the three months ended March 31, 2022 and 2021, the Company recorded depreciation expense of $ 7,571 and $ 12,090 , respectively.

assets consist of mining rights are not amortized as the mining rights are perpetual.

the three and six months ended June 30, 2022, the Company recorded depreciation expense of $ 13,661 and $ 27,323 , respectively, and for

the three and six months ended June 30, 2021, the Company recorded depreciation expense of $ 11,518 and $ 23,608 , respectively.

assets consisting of mining rights are not amortized as the mining rights are perpetual.

The carrying value was $ 1,508,801 and $ 1,302,440

at March 31, 2022 and December 31, 2021, respectively.

at June 30, 2022 and December 31, 2021, respectively.

Investments without Readily Determinable Fair Values

October 2, 2017, the Company entered into an exchange agreement whereby it issued 25,000,000 shares of its common stock in exchange for

October 2, 2017, the Company entered into an exchange agreement whereby it issued 25,000,000

shares of its common stock in exchange for 500,000

shares of Ares Resources Corporation.

1 unchanged sentence

Corporation, thus making it a related party under common ownership and control.

The shares were recorded at $ 150,000 , or $ 0.006 per share.

The shares were valued based upon the lowest market price of the Company’s common stock on the date the agreement.

The shares were recorded at $ 150,000 ,

The shares were valued based upon the lowest market price of the Company’s common stock on the date of the

March 11, 2020, the Company issued 53,947,368 shares of common stock to Lancaster Brazil Fund pursuant to an addendum to the share exchange

12 unchanged sentences

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

payable and other accruals

rights payable

Accounts payable and other accruals

Mineral rights payable

Accrued interest

3 – OTHER NONCURRENT LIABILITIES

noncurrent liabilities are comprised solely of social contributions and other employee-related costs at our operating subsidiaries located

noncurrent liabilities are comprised solely of social contributions and other employee-related costs at operating subsidiaries located

The Company has been funding these amounts upon the termination of a worker or employee.

The balance of these employee related

costs as of March 31, 2022 and December 31, 2021 amounted to $ 129,885 and $ 108,926 , respectively.

4 – STOCKHOLDERS’ DEFICIT

costs as of June 30, 2022 and December 31, 2021 amounted to $ 115,421 and $ 108,926 , respectively.

4 – STOCKHOLDERS’ EQUITY

and Amendments

of March 31, 2022, the Company had 4,000,000,000 common shares authorized with a par value of $ 0.001 per share.

of June 30, 2022, the Company had 4,000,000,000

shares of common stock authorized with a par value of $ 0.001

MINERALS, INC.

1 unchanged sentence

A Preferred Stock

December 18, 2012, the Company filed with the Nevada Secretary of State a Certificate of Designations, Preferences and Rights of Series

A Convertible Preferred Stock (“Series A Stock”) to designate one share of a new series of preferred stock.

The Certificate

of Designations, Preferences and Rights of Series A Convertible Preferred Stock provides that for so long as Series A Stock is issued

and outstanding, the holders of Series A Stock shall vote together as a single class with the holders of the Company’s Common Stock,

with the holders of Series A Stock being entitled to 51% of the total votes on all such matters regardless of the actual number of shares

of Series A Stock then outstanding, and the holders of Common Stock are entitled to their proportional share of the remaining 49% of

the total votes based on their respective voting power .

Months Ended March 31, 2022 Transactions

the three months ended March 31, 2022, the Company issued 90,299,152 shares of common stock for gross proceeds of $ 397,999 pursuant to

subscription agreements with accredited investors.

Months Ended March 31, 2021 Transactions

the three months ended March 31, 2021, the Company issued 40,541,666 shares of common stock for gross proceeds of $ 266,500 pursuant to

December 18, 2012, the Company filed with the Nevada Secretary of State a Certificate of Designations, Preferences and Rights of

Series A Convertible Preferred Stock (“Series A Stock”) to designate one share of a new series of preferred stock.

Certificate of Designations, Preferences and Rights of the Series A Stock provides that for so long as Series

A Stock is issued and outstanding, the holders of Series A Stock shall vote together as a single class with the holders of the

Company’s Common Stock, whereby the holders of Series

A Stock is entitled to 51% of the total votes on all such matters regardless of the actual number of shares of Series A Stock

then outstanding, and the holders of Common Stock are entitled to their proportional share of the remaining 49% of the total votes

based on their respective voting power.

Months Ended June 30, 2022 Transactions

the six months ended June 30, 2022, the Company issued 275,972,448

shares of common stock for gross proceeds of

pursuant to subscription agreements with accredited

Months Ended June 30, 2021 Transactions

the six months ended June 30, 2021, the Company issued 110,132,972 shares of common stock for gross proceeds of $ 666,650 pursuant to

subscription agreements with accredited investors.

1 unchanged sentence

of $ 1,234,906 in convertible notes payable and accrued interest.

Lastly, during the three months ended March 31, 2021, the Company issued

131,675,682 shares of common stock upon the cashless exercise of 141,000,000 warrants.

Note 6 – Related Party Transactions for additional disclosures of common stock issuances.

Lastly, during the six months ended June 30, 2021, the Company issued

313,053,865 shares of common stock for net proceeds of $ 143,750 upon the exercise of 334,385,769 warrants.

Stock Options

the three months ended March 31, 2022, the Company granted options to purchase an aggregate of 94,159,724 shares of common stock to officers

and non-management directors.

The options were valued at $ 196,996 in total.

The options were valued using the Black-Scholes option pricing

model with the following average assumptions:

our stock price on the date of the grant which ranged from $ 0.006 to $ 0.008 , expected dividend

yield of 0.0 %, historical volatility calculated between 79.0 % and 220 %, risk-free interest rate ranging between 0.9 % and 1.83 %, and an

expected term of 10 years.

following table reflects all outstanding and exercisable options at March 31, 2022.

All stock options immediately vest and are exercisable

for a period of five to ten years from the date of issuance.

OF OPTIONS ACTIVITY

of Options Outstanding and Vested

Average Exercise Price

Contractual Life (Years)

Intrinsic Value

January 1, 2022

and Vested, March 31, 2022

of December 31, 2021, the warrants outstanding has an aggregated intrinsic value of $ 19,675 .

the six months ended June 30, 2022, the Company granted options to purchase an aggregate of 187,276,311 shares

of common stock to officers and non-management directors.

The options were valued at $ 371,301 in

The options were valued using the Black-Scholes option pricing model with the following average assumptions:

the stock price

on the date of the grant ranged from $ 0.05 to

expected dividend yield of 0.0 %,

historical volatility calculated between 79.0 %

risk-free interest rate ranging between 0.9 %

and an expected term of ten years .

As of June 30, 2022, the Company

has 403,771,662 outstanding common stock options and warrants, with an average exercise price of $ 0.0111 , an average time to expiration

of 1.72 years and an aggregated intrinsic value of $ 4,447,624 .

MINERALS, INC.

1 unchanged sentence

5 – COMMITMENTS AND CONTINGENCIES

Company leases office space as its principal executive offices in Pasadena, California for approximately $ 5,750 on a month-to-month basis.

The Company also leases office space in the municipality of Olhos D’Agua, Brazil.

Company leases office space in the U.S.

for approximately $ 3,833 on a month-to-month basis.

The Company also leases office space in Brazil.

Such costs are immaterial to the condensed consolidated

2 unchanged sentences

Gold Corporation

the three months ended March 31, 2022, Jupiter Gold granted options to purchase an aggregate of 210,000 shares of its common stock to

Marc Fogassa at prices ranging between $ 0.01 to $ 1.00 per share.

The options were valued at $ 27,033 and recorded to stock-based compensation.

The options were valued using the Black-Scholes option pricing model with the following average assumptions:

the Company’s stock

price on the date of the grant ($ 0.25 to $ 0.30 ), expected dividend yield of 0 %, historical volatility calculated at 232 %, risk-free interest

rate between a range of 1,59 % to 1.79 %, and an expected term between 5 and 10 years.

the three months ended March 31, 2021, Jupiter Gold granted options to purchase an aggregate of 105,000 shares of its common stock to

Marc Fogassa at prices ranging between $ 0.01 to $ 1.00 per share.

the six months ended June 30, 2022, Jupiter Gold granted options to purchase an aggregate of 210,000 shares of its common stock to Marc

Fogassa at prices ranging between $ 0.01 to $ 1.00 per share.

The options were valued at $ 51,967 and recorded to stock-based compensation.

1 unchanged sentence

the Company’s stock

price on the date of the grant ($ 0.95 to $ 1.45 ), expected dividend yield of 0 %, historical volatility calculated at 97.3 %, risk-free

interest rate between a range of 0.92 % to 1.41 %, and an expected term between 5 and 10 years.

price on the date of the grant which ranged from $ 0.8 to $ 1.00 , expected dividend yield of 0 %, historical volatility calculated at 225 %, risk-free interest

rate between a range of 1.59 % to 2.85 %, and an expected term between five and ten years .

Resource Corporation

the three months ended March 31, 2022, Apollo Resources granted options to purchase an aggregate of 135,000 shares of its common stock

to Marc Fogassa at a price of $ 0.01 per share.

The options were valued at $ 163,990 and recorded to stock-based compensation.

were valued using the Black-Scholes option pricing model with the following average assumptions:

the Company’s stock price on the

date of the grant ($ 0.10 to $ 5.00 ), expected dividend yield of 0 %, historical volatility calculated at 71 %, risk-free interest rate between

a range of 0.68 % to 2,34 %, and an expected term between 5 and 10 years

the three months ended March 31, 2021, Apollo Resources granted options to purchase an aggregate of 105,000 shares of its common stock

to Marc Fogassa at a price of $ 0.01 per share.

The options were valued at $ 217,129 and recorded to stock-based compensation.

were valued using the Black-Scholes option pricing model with the following average assumptions:

the Company’s stock price on the

date of the grant ($ 0.10 to $ 4.00 ), expected dividend yield of 0 %, historical volatility calculated at 49.2 %, risk-free interest rate

between a range of 0.68 % to 1.41 %, and an expected term between 5 and 10 years.

the six months ended June 30, 2022, Apollo Resources granted options to purchase an aggregate of 180,000

shares of its common stock to Marc Fogassa at a price of $ 1.22

The options were valued at $ 219,921

and recorded to stock-based compensation.

The options were valued using the Black-Scholes option pricing model with the following

average assumptions:

the Company’s stock price on the date of the grant which ranged from $ 1.25

expected dividend yield of 0 %,

historical volatility calculated at 71 %,

risk-free interest rate between a range of 1.59 %

and an expected term between five

and ten years

MINERALS, INC.

24 unchanged sentences

8 - SUBSEQUENT EVENTS

accordance with FASB ASC 855-10 Subsequent Events, the Company has analyzed its operations subsequent to March 31, 2022 to the date these

accordance with FASB ASC 855-10 Subsequent Events, the Company has analyzed its operations subsequent to June 30, 2022 to the date these

consolidated financial statements were issued, and has determined that it does not have any material subsequent events to disclose in

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements