Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: following information represents securities sold by the Company during the period covered by this Quarterly Report, and the subsequent
+Added: following information represents securities sold by our company during the period covered by this Quarterly Report and the subsequent
period, which were not registered under the Securities Act.
2 unchanged sentences
All issuances were exempt under Section 4(a)(2) of the Securities Act unless otherwise noted.
−Removed: August 7, 2023, the Company issued 6,883,399 shares of its Common Stock upon the cashless
−Removed: exercise of a Warrant.
−Removed: August 15, 2023, the Company issued 3,299,293 shares of its Common Stock upon the cashless
−Removed: exercise of a Warrant.
−Removed: August 23, 2023, the Company issued 10,000,000 shares of its Common Stock upon the mandatory
−Removed: exchange of the 50,000 Series A preferred shares, which Series A shares were then returned
−Removed: to treasury as authorized and unissued shares.
−Removed: September 11, 2023, the Company issued 1,010,402 shares of its Common Stock to the holder
−Removed: of a note previously issued by the Company in the original principal amount of $100,000.
−Removed: The shares were issued in connection with the agreement of the holder to extend the maturity
−Removed: date of note.
−Removed: September 22, 2023, the Company issued a total of 15,624,824 shares of its Common Stock to
−Removed: each of the five holders (the “ Holders ”) of convertible notes previously
−Removed: issued by the Company in the original cumulative principal amount of $1,550,000.
−Removed: were issued in connection with the agreement of each of the Holders to extend the time by
−Removed: which each can voluntarily convert its respective Note into shares of Common Stock.
−Removed: September 22, 2023, the Company issued a total of 4,546,809 shares of its Common Stock to
−Removed: each of two purchasers of convertible notes issued by the Company in the original cumulative
−Removed: principal amount of $450,000.
−Removed: The shares were issued as additional consideration for the
−Removed: September 22, 2023, the Company issued 8,500,000 shares of its Common Stock to a lender which
−Removed: provided $100,000 in net proceeds in exchange for a $125,000 short-term note issued by the
−Removed: Company ($25,000 of original issue discount).
−Removed: The shares were issued as additional consideration
−Removed: for the loan.
−Removed: October 20, 2023, the Company issued 9,210,526 shares of its Common Stock upon the exercise
−Removed: of a Warrant, in exchange for the payment of $35,000.
−Removed: October 20, 2023, the Company issued 525,000 shares of its common stock as compensation for
−Removed: services rendered by an independent consultant.
+Added: January 31, 2024, our company issued 833 shares of its common stock for services rendered.
+Added: February 23, 2024, our company issued 833 shares of its common stock for services rendered.
+Added: March 29, 2024, our company issued 237,250 shares of its common stock in consideration for the extension of maturity dates of 6 convertible
+Added: notes and a promissory note.
+Added: Additionally, the principal amount due under each note was increased by 30% and the interest rate of each
+Added: note was increased to 10% beginning on the effective date of March 29, 2024.
Defaults Upon Senior Securities
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.