What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2020-11-12 compared with 2020-08-12 · 36 added, 78 removed, 324 unchanged (26% of the section changed)

Other Information

August 12, 2020, the Company and its subsidiary, AltCorp Trading LLC, entered into a new pledge agreement with Stanley, where

5,500,000 SURG shares been pledged to Stanley to secure the debt payable by the Company to Stanley as well as mitigate the damages

allegedly created by SURG.

February 27, 2019, the Company issued Iliad Research and Trading, L.P.

(“Iliad “) a Promissory Note in the principal

amount of $2,325,000 (the “Iliad Note”), due in one year.

On February 27, 2020, the Company and Iliad entered to an

Amendment to the Iliad Note pursuant to which the maturity date of the Iliad Note was extended to August 27, 2020, provided that

the Iliad Note may be converted into shares of common stock of the Company at a conversion price equal to 80% multiplied by the

lowest trading daily VWAP for the common stock during the 20 trading day period ending on the latest complete trading day prior

to the conversion date.

Further, for the Company made a payment to Iliad of an extension fee equal to 7.5% of the outstanding

balance of the Iliad Note resulting in a new balance of the Iliad Note of $2,765,983 and provided that the Company’s failure

to deliver shares of common stock within three trading days of a conversion would result in an event of default.

agreed to restrict its ability to convert the Iliad Note and receive shares of common stock such that the number of shares of

common stock held by it and its affiliates after such conversion or exercise does not exceed 9.99% of

the then issued and outstanding shares of common stock.

On July 20, 2020 the Company and Iliad entered into agreement to extend

the maturity of the Iliad Note until February 27, 2021 in consideration of an extension fee of $1,000.

Following the application

of extension fee of $1,000 the principal amount under the Iliad Note is $2,591,999.11.

August 4, 2020, the Company entered into a Securities Purchase Agreement with Redstart Holdings Corp., an accredited investor

(“Redstart”) pursuant to which the Company issued to Redstart a Convertible Promissory Note (the “Redstart Note”)

in the aggregate principal amount of $153,600 for a purchase price of $128,000.

The Redstart Note has a maturity date of November

3, 2021 and the Company has agreed to pay interest on the unpaid principal balance of the Redstart Note at the rate of six percent

(6%) per annum from the date on which the Redstart Note is issued (the “Issue Date”) until the same becomes due and

payable, whether at maturity or upon acceleration or by prepayment or otherwise.

The Company shall have the right to prepay the

Redstart Note, provided it makes a payment including a prepayment to Redstart as set forth in the Redstart Note.

The transactions

described above closed on August 5, 2020.

outstanding principal amount of the Redstart Note may not be converted prior to the period beginning on the date that is 180 days

following the Issue Date.

Following the 180 th day, Redstart may convert the Redstart Note into shares of the

Company’s common stock at a conversion price equal to 85% of the lowest trading price with a 20 day look

back immediately preceding the date of conversion.

In addition, upon the occurrence and during the continuation of an Event of

Default (as defined in the Redstart Note), the Redstart Note shall become immediately due and payable and the Company shall pay

to Redstart, in full satisfaction of its obligations hereunder, additional amounts as set forth in the Redstart Note.

issuances of the Redstart Note was made in reliance upon the exemption from the registration requirements of the Securities Act

of 1933, as amended (the “Act”), pursuant to Section 4(a)(2) of the Act.

no event shall Redstart be allowed to effect a conversion if such conversion, along with all other shares of Company common stock

beneficially owned by Redstart and its affiliates would exceed 4.9% of the outstanding shares of the common stock of the Company.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

10 unchanged sentences

of Amendment to the Articles of Incorporation of Gopher Protocol Inc.

Certificate of Change dated July 10, 2019 (67)

Articles of Merger by and between Gopher Protocol Inc.

of Change dated July 10, 2019 (67)

of Merger by and between Gopher Protocol Inc.

and GBT Technologies Inc.

dated July 10,

Certificate of Correction to the Certificate of Change (68)

Certificate of Correction to the Articles of Merger by and between Gopher Protocol Inc.

and GBT Technologies Inc.

of Correction to the Certificate of Change (68)

of Correction to the Articles of Merger by and between Gopher Protocol Inc.

and GBT Technologies

dated July 10, 2019 (68)

Certificate of Amendment to the Articles of Incorporation of GBT Technologies Inc.

of Amendment to the Articles of Incorporation of GBT Technologies Inc.

dated September

23, 2019 (72)

Promissory Note issued by the Company to ATL dated July 8, 2010 (3)

63 unchanged sentences

and Eagle Equities, LLC dated May 4, 2018 (57)

Series H Convertible Preferred Stock Certificate of Designation (65)

H Convertible Preferred Stock Certificate of Designation (65)

Convertible Note payable to Pablo Gonzalez dated June 17, 2019 (65)

Convertible Note payable to Glen Eagles Acquisition LP (66)

Amendment to Common Stock Purchase Warrant between Gopher Protocol Inc.

Note payable to Glen Eagles Acquisition LP (66)

to Common Stock Purchase Warrant between Gopher Protocol Inc.

and Glen Eagles Acquisition LP (66)

Second Amendment to Promissory Note between GBT Technologies

Amendment to Promissory Note between GBT Technologies Inc.

and Ilaid Research and Trading LP dated July 20, 2020 (76)

Convertible Promissory Note August 4, 2020 issued to Redstart Holdings Corp.

Promissory Note August 4, 2020 issued to Redstart Holdings Corp.

Licensing Agreement dated April 12, 2010, by and between Forex International Trading Corp and Triple (1)

128 unchanged sentences

Danny Rittman dated September 14, 2018 (63)

Exchange Agreement entered into between Gopher Protocol Inc., Altcorp Trading LLC, GBT Technologies, S.A., a Costa Rica company and Pablo Gonzalez dated June 17, 2019 (65)

Consulting Agreement entered into between Gopher Protocol Inc.

Agreement entered into between Gopher Protocol Inc., Altcorp Trading LLC, GBT Technologies,

S.A., a Costa Rica company and Pablo Gonzalez dated June 17, 2019 (65)

Agreement entered into between Gopher Protocol Inc.

and Glen Eagles Acquisition LP (66)

Letter Agreement between Mobiquity Technologies, Inc.

Agreement between Mobiquity Technologies, Inc.

and GBT Technologies Inc.

executed August 2, 2019 Delivered August 6, 2019 (69)

Stock Purchase Agreement between Mobiquity Technologies, Inc.

executed August

2, 2019 Delivered August 6, 2019 (69)

Purchase Agreement between Mobiquity Technologies, Inc.

and GBT Technologies Inc.

Dated September 10, 2019 (71)

Stock Purchase Agreement between Marital Trust GST Subject U/W/O Leopold Salkind and GBT Technologies Inc.

September 10, 2019 (71)

Purchase Agreement between Marital Trust GST Subject U/W/O Leopold Salkind and GBT Technologies

dated September 10, 2019 (71)

Stock Purchase Agreement between Dr.

Purchase Agreement between Dr.

Gene Salkind and GBT Technologies Inc.

dated September

Stock Purchase Agreement between Deepanker Katyal and GBT Technologies Inc.

10, 2019 (71)

Purchase Agreement between Deepanker Katyal and GBT Technologies Inc.

dated September

Joint Venture Agreement by and between GBT Technologies Inc.

10, 2019 (71)

Venture Agreement by and between GBT Technologies Inc.

and BitSpeed LLC dated October 10, 2019 (73)

Consulting Agreement by and between Douglas L.

Agreement by and between Douglas L.

Davis and GBT BitSpeed Corp.

dated October 10, 2019 (73)

Letter Agreement between GBT Technologies Inc.

Agreement between GBT Technologies Inc.

and Stanley Hills LLC dated February 26, 2020

Amendment to Promissory Note between GBT Technologies Inc.

to Promissory Note between GBT Technologies Inc.

and Iliad Research and Trading, L.P.

dated February 27, 2020 (74)

Order dated February 27, 2020 issued by the United States District Court District of Nevada (74)

Joint Venture and Territorial License Agreement by and between GBT Technologies Inc.

dated February 27, 2020 issued by the United States District Court District of Nevada (74)

Venture and Territorial License Agreement by and between GBT Technologies Inc.

and Tokenize-It S.A.

dated March 6, 2020 (75)

Consulting Agreement by and between Pablo Gonzalez and GBT Tokenize Corp.

Agreement by and between Pablo Gonzalez and GBT Tokenize Corp.

dated March 6, 2020 (75)

Pledge Agreement by and between GBT Tokenize Corp.

Agreement by and between GBT Tokenize Corp.

and Tokenize-It S.A., dated March 6, 2020 (75)

Securities Purchase Agreement dated August 4, 2020 between GBT Technologies Inc.

Purchase Agreement dated August 4, 2020 between GBT Technologies Inc.

and Redstart Holdings Corp.

Letter from Alan R.

Swift, CPA, P.A.

88 unchanged sentences

GBT TECHNOLOGIES INC.

August 12, 2020

/s/ Mansour Khatib

Mansour Khatib

November 12, 2020

Chief Executive Officer

(Principal Executive, Financial and Accounting

(Principal Executive, Financial and Accounting Officer)

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 5. Other Information