What changed in this filing

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Item 2. Unregistered Sales of Equity Securities

2021-05-14 compared with 2020-11-09 · 14 added, 23 removed, 2 unchanged (95% of the section changed)

UNREGISTERED SALES OF EQUITY

SECURITIES AND USE OF PROCEEDS

Common Shares Issued for Services

During the nine months ended September

30, 2020, we issued a total of 1,032,577 shares of our common stock for services rendered and to be rendered.

These shares were

valued at $1,309,480, the fair market values on the grant dates using the reported closing share prices on the dates of grant and

we recorded stock-based compensation expense of $1,248,159 for the nine months ended September 30, 2020 and reduced accrued liabilities

of $35,325 and recorded prepaid expense of $25,996 as of September 30, 2020 which will be amortized over the rest of corresponding

service periods.

Shares Sold for Cash

On April 1, 2020, the Company entered into

a Subscription Agreement with WLM, an entity owned by Wenzhao Lu, Chairman of the Board of Directors of the Company, pursuant to

which WLM purchased 645,161 shares of the Company’s common stock at a price per share of $1.55 for an aggregate purchase

price of $1,000,000.

The closing occurred on April 1, 2020.

The offers, sales, and issuances of the

securities described above were deemed to be exempt from registration under the Securities Act of 1933 in reliance on Section 4(a)(2)

of the Securities Act of 1933 or Regulation D promulgated thereunder as transactions by an issuer not involving a public offering.

The recipients of securities in each of these transactions acquired the securities for investment only and not with a view to or

for sale in connection with any distribution thereof and appropriate legends were affixed to the securities issued in these transactions.

Each of the recipients of securities in these transactions was an accredited or sophisticated person and had adequate access, through

employment, business or other relationships, to information about us.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Shares Issued for Services

the three months ended March 31, 2021, the Company issued a total of 300,000 shares of its common stock for services rendered.

shares were valued at $360,000, the fair market values on the grant dates using the reported closing share prices on the dates of grant

and the Company recorded stock-based compensation expense of $98,968 for the three months ended

March 31, 2021 and reduced accrued liabilities of $261,032.

offers, sales, and issuances of the securities described above were deemed to be exempt from registration under the Securities Act of

1933 in reliance on Section 4(a)(2) of the Securities Act of 1933 or Regulation D promulgated thereunder as transactions by an issuer

not involving a public offering.

The recipients of securities in each of these transactions acquired the securities for investment only

and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to the securities

issued in these transactions.

Each of the recipients of securities in these transactions was an accredited or sophisticated person and

had adequate access, through employment, business or other relationships, to information about us.

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.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities