What changed in this filing

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Item 2. Unregistered Sales of Equity Securities

2024-05-31 compared with 2023-11-14 · 20 added, 16 removed, 1 unchanged (97% of the section changed)

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

July 2023, we issued a five-year warrant to purchase 13,333 shares of our common stock with an exercise price of $4.50 as a finder’s

fee in connection with our note offerings in May and July 2023.

July 2023, as settlement of outstanding fees of $236,280 owed to a consultant, we issued 158,600 shares of our common stock to the consultant

for services rendered to us.

November 2023, we issued a five-year warrant to purchase 8,400 shares of our common stock with an exercise price of $2.50 as a finder’s

fee in connection with our note offering in October 2023.

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, as amended, 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

UNREGISTERED SALES OF EQUITY SECURITIES

AND USE OF PROCEEDS

We issued 105,000 shares of our common stock as

a commitment fee and warrants for the purchase of up to 252,404 shares of our common stock in connection with the issuance of the March

2024 Note to the March 2024 Lender.

In March 2024, we issued

a five-year warrant to purchase 10,500 shares of our common stock with an exercise price of $2.00 as a finder’s fee in connection

with our note offering in March 2024.

The offers, sales, and

issuances of the securities described above were deemed to be exempt from registration under the Securities Act in reliance on Section

4(a)(2) of the Securities Act, or Regulation D promulgated thereunder as transactions by an issuer not involving a public offering.

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.

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

As outlined fully in Part I, Item 1, Note 6 above,

the Company defaulted on the Senior Secured Convertible Notes with Mast Hill and First Fire.

MINE SAFETY DISCLOSURES

Not applicable.

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