What changed in this filing

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Item 2. Management’s Discussion and Analysis

2022-11-21 compared with 2022-08-17 · 75 added, 76 removed, 121 unchanged (56% of the section changed)

16 unchanged sentences

materially from the results anticipated in the forward-looking statements, and the following:

limited operating history with our business model;

low cash balance and limited financing currently available to us.

We may in the near future have a number of obligations that we will

be unable to meet without generating additional income or raising additional capital;

cost reductions or curtailment in future operations due to our low cash balance and negative cash flow;

ability to effect a financing transaction to fund our operations which could adversely affect the value of our stock;

limited cash resources may not be sufficient to fund continuing losses from operations;

failure of our products and services to achieve market acceptance;

inability to compete in our market, especially against established industry competitors with greater market presence and financial resources.

Our limited operating history with our business model;

The low cash balance and limited financing currently available to us.

We may in the near future have a number of obligations that we will be unable to meet without generating additional income or raising additional capital;

Further cost reductions or curtailment in future operations due to our low cash balance and negative cash flow;

Our ability to effect a financing transaction to fund our operations which could adversely affect the value of our stock;

Our limited cash resources may not be sufficient to fund continuing losses from operations;

The failure of our products and services to achieve market acceptance;

The inability to compete in our market, especially against established industry competitors with greater market presence and financial resources.

The following discussion

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The historical data show a substantial concentration of Lithium Brine in the targeted area.

has been executing the necessary steps to prove the tech reports findings and has retained RESPEC Company LLC as its Geotech, Engineering

and Resource Management partner to assist in the exploration of the Lisbon Valley brine extraction project.

Leveraging their expertise,

the company will focus on several initiatives, that include:

The Company has been

executing the necessary steps to prove the tech reports findings and has retained RESPEC Company LLC as its Geotech, Engineering and Resource

Management partner to assist in the exploration of the Lisbon Valley brine extraction project.

Leveraging their expertise, the Company

will focus on several initiatives, some of which may include:

Advancement of geotech, engineering, geology and fieldwork to complete Technical Reports on the Lisbon Project.

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Based on the results of the Superior well, develop area resource estimates.

Valley of Utah also provides many added benefits:

The Lisbon Valley of

Utah also provides many added benefits:

Historically rich industrial and natural resource extraction area.

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Three Months Ended

June 30, 2022 Compared to Three Months Ended June 30, 2021

September 30, 2022 Compared to Three Months Ended September 30, 2021

For the three months

ended June 30, 2022 and 2021, the Company had no revenue.

ended September 30, 2022 and 2021, the Company had no revenue.

General and Administrative

General and administrative expenses for the three

months ended June 30, 2022 were $364,188, an increase of $264,036 or 264%, compared to $100,152 for the three months ended June 30, 2022.

General and administrative

expenses for the three months ended September 30, 2022 were $331,735, an increase of $248,483 or 298%, compared to $83,252 for the three

months ended September 30, 2021.

The increase in general and administrative expenses was mainly due to increase in professional fees.

In the second quarter

of 2022, the Company activated consulting teams to pursue additional land acquisitions, and to begin the State and Federal permitting

process for project development work.

In addition, the Company initiated construction

strategies based on reports from RESPEC, the Company's engineering partner, for geological modeling and drill entry design and related

Gain on Fair Value

of Derivative Liabilities

During the three months ended June 30, 2021, the Company recorded a

gain on the change in fair value of derivative liabilities of $261,456.

There was no change in fair value of derivative liabilities during

the three months ended June 30, 2020, as the underlying convertible notes payable were converted into common stock and the derivative

eliminated during Q1 of 2022.

In the second quarter of 2022, the Company activated consulting teams to pursue additional land acquisitions, and to begin the State and

Federal permitting process for project development work.

In addition, the Company

initiated construction strategies based on reports from RESPEC, the Company’s engineering partner, for geological modeling and drill entry

design and related planning.

Change in Fair

Value of Derivative Liabilities

During the three months

ended September 30, 2022, the Company recorded no change in fair value of derivative liabilities.

During the three

months ended September 30, 2021, the Company recorded a loss on the change in fair value of derivative liabilities of $1,242,201.

Interest Expense

Interest expense for

the three months ended June 30, 2022 was $ 173,758, as compared to $209,070 during the three months ended June 30, 2021.

the three months ended September 30, 2022 was $ 175,133, as compared to $240,921 during the three months ended September 30, 2021.

As a result of the foregoing,

the net loss for the three months ended June 30, 2022 was $537,946 as compared to $47,766 during the three months ended June 30, 2021.

Six months Ended June

30, 2022 Compared to Six months Ended June 30, 2021

For the six months ended

June 30, 2022 and 2021, the Company had no revenue.

the net loss for the three months ended September 30, 2022 was $506,868 as compared to $1,535,605 during the three months ended September

Nine months Ended

September 30, 2022 Compared to Nine months Ended September 30, 2021

For the nine months ended

September 30, 2022 and 2021, the Company had no revenue.

General and Administrative

General and administrative expenses for the six months ended June 30,

2022 were $490,260, an increase of $316,613 or 182%, compared to $173,647 for the six months ended June 30, 2022.

The increase in general

and administrative expenses was mainly due to increase in professional fees.

In the second quarter of 2022, the Company

activated consulting teams to pursue additional land acquisitions, and to begin the State and Federal permitting process for project development

In addition, the Company

initiated construction strategies based on reports from RESPEC, the Company's engineering partner, for geological modeling and drill entry

design and related planning.

Gain on Fair Value

of Derivative Liabilities

During the six months ended June 30, 2022, the Company recorded a gain

on the change in fair value of derivative liabilities of $211,345, as compared to $2,113,589 during the six months ended June 30, 2021.

The underlying convertible note payable was converted into common stock during Q1 of 2022, resulting in $0 derivative liability at June

General and administrative

expenses for the nine months ended September 30, 2022 were $821,995, an increase of $565,096 or 220%, compared to $256,899 for the nine

months ended September 30, 2021.

The increase in general and administrative expenses was mainly due to increase in professional fees.

the second quarter of 2022, the Company activated consulting teams to pursue additional land acquisitions, and to begin the State and

Federal permitting process for project development work.

In addition, the Company initiated construction

strategies based on reports from RESPEC, the Company’s engineering partner, for geological modeling and drill entry design and related

Change in Fair

Value of Derivative Liabilities

During the nine months

ended September 30, 2022, the Company recorded a gain on the change in fair value of derivative liabilities of $211,345, as compared to

a gain on the change in fair value of derivative liabilities of $871,388 during the nine months ended September 30, 2021.

Interest Expense

Interest expense for

the six months ended June 30, 2022 was $ 362,805, as compared to $ 404,959 during the six months ended June 30, 2021.

the nine months ended September 30, 2022 was $537,938, as compared to $645,880 during the nine months ended September 30, 2021.

As a result of the foregoing,

the net loss for the six months ended June 30, 2022 was $641,720 as compared to the net income of $1,566,309 during the six months ended

June 30, 2021.

the net loss for the nine months ended September 30, 2022 was $1,148,588 as compared to the net income of $30,704 during the nine months

ended September 30, 2021.

Liquidity and Capital

1 unchanged sentence

financial statements have been prepared on a going concern basis.

The Company had net loss of $641,720 during the six months ended June

30, 2022, has accumulated losses totaling $17,009,709, and has a working capital deficit of $9,024,666 at June 30, 2022.

These factors,

among others, indicate that the Company may be unable to continue as a going concern.

The consolidated financial statements do not include

any adjustments that might result from the outcome of these uncertainties.

The Company had net loss of $1,148,588 during the nine months ended

September 30, 2022, has accumulated losses totaling $17,516,577, and has a working capital deficit of $9,570,979 at September 30, 2022.

These factors, among others, indicate that the Company may be unable to continue as a going concern.

The consolidated financial statements

do not include any adjustments that might result from the outcome of these uncertainties.

The Company will need

to raise additional financing in order to fund the its operations for the next 12 months, and to allow the Company to continue the development

to raise additional financing in order to fund its operations for the next 12 months, and to allow the Company to continue the development

of its business plans and satisfy its obligations on a timely basis.

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Operating Activities

During the six months

ended June 30, 2022, the Company used $510,873 of cash in operating activities as a result of the Company’s net loss of $641,720,

During the nine months

ended September 30, 2022, the Company used $720,338 of cash in operating activities as a result of the Company’s net loss of $1,148,588,

offset by share-based compensation of $11,080, change in fair market value of derivative liability of $211,345, and net changes in operating

assets and liabilities of $628,515.

During the six months

ended June 30, 2021, the Company used $139,086 of cash in operating activities as a result of the Company’s net income of $1,566,309,

increased by share-based compensation of $3,148 and net changes in operating assets and liabilities of $436,372, and offset by change

in fair market value of derivative liability of $2,113,589 and gain on settlement of liabilities of $31,326.

During the nine months ended September 30, 2021,

the Company used $228,831 of cash in operating activities as a result of the Company’s net income of $30,704, offset by share-based

compensation of $4,722, change in fair market value of derivative liability of $871,388, gain on settlement of liabilities of $62,095,

and net changes in operating assets and liabilities of $669,226.

Investing Activities

During the six months

ended June 30, 2022 and 2021, the Company had no investing activities.

During the nine months

ended September 30, 2022 and 2021, the Company had no investing activities.

Financing Activities

During the six months

ended June 30, 2022, financing activities provided $515,000, resulting from $590,000 in proceeds from convertible notes, offset by $75,000

in repayments of convertible notes.

During the six months

ended June 30, 2021, financing activities provided $115,500, resulting from $365,000 in proceeds from convertible notes, $57,000 in repayments

of capital lease obligations, $167,500 in repayments of convertible notes, and $25,000 in repayments of promissory notes.

During the nine months

ended September 30, 2022, financing activities provided $765,000, resulting from $590,000 in proceeds from convertible notes, $200,000

in proceeds from promissory notes, and $50,000 in proceeds from issuance of preferred stock, offset by $75,000 in repayments of convertible

During the nine months ended September 30, 2021,

financing activities provided $210,900, resulting from $615,000 in proceeds from convertible notes, offset by $82,000 in repayments of

capital lease obligations, $297,100 in repayments of convertible notes, and $25,000 in repayments of promissory notes.

Off-Balance Sheet

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to make judgments, assumptions and estimates that affect the amounts reported in our consolidated financial statements and accompanying

The consolidated financial statements as of June 30, 2022 describe the significant accounting policies and methods used in the

preparation of the consolidated financial statements.

The consolidated financial statements as of September 30, 2022 describe the significant accounting policies and methods used in

the preparation of the consolidated financial statements.

Actual results could differ from those estimates and be based on events different

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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 2. Management’s Discussion and Analysis