What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-01-10 compared with 2024-08-19 · 280 added, 225 removed, 841 unchanged (38% of the section changed)

4 unchanged sentences

Balance Sheets

June 30, 2024

September 30, 2024

December 31, 2023

20 unchanged sentences

Series B Convertible Preferred Stock, 600 shares designated, $ 0.001 Par Value, $ 1,200 stated value;

536 shares and 516 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively.

Liquidation preference $ 643,200 and $ 619,200 at June 30, 2024 and December 31, 2023, respectively

536 shares and 516 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively.

Liquidation preference $ 643,200 and $ 619,200 at September 30, 2024 and December 31, 2023, respectively

Series C Convertible Preferred Stock, 5,000 shares designated, $ 0.001 Par Value, $ 1,200 stated value;

57 shares and 0 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively.

Liquidation preference $ 68,400 and $ 0 at June 30, 2024 and December 31, 2023, respectively

57 shares and 0 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively.

Liquidation preference $ 68,400 and $ 0 at September 30, 2024 and December 31, 2023, respectively

Stockholders' Equity (Deficit)

Preferred Stock, $ 0.001 par value, 10,000,000 Shares authorized

Series A Preferred Stock, 25,845 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively

Series A Preferred Stock, 25,845 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively

Common Stock $ 0.001 Par Value, 3,000,000,000 shares authorized;

555,015,293 shares and 470,015,293 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively

555,015,293 shares and 470,015,293 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively

Additional paid in capital

10 unchanged sentences

Condensed Consolidated Statements of Operations

For The Three Months Ended

For The Six Months Ended

For The Three Months Ended September 30,

For The Nine Months Ended September 30,

Cost of Sales

5 unchanged sentences

Gain (loss) on change in FMV of derivative liability

Gain (Loss) on derivative

Gain on derivative

Interest income

6 unchanged sentences

$ ( 474,098 )

$ ( 428,809 )

Convertible Preferred Stock Dividend

3 unchanged sentences

$ ( 523,901 )

$ ( 461,228 )

Net Profit (Loss) Per Share Attributable to Common Stockholders - Basic and Diluted

4 unchanged sentences

Condensed Consolidated Statements of Stockholders' Equity (Deficit)

For the Three Months Ended June 30, 2024

For the Three Months Ended September 30, 2024

Preferred Stock

Stockholders’

Balance - March 31, 2024

Additional Paid-In Capital

Accumulated Deficit

Total Stockholders' Equity (Deficit)

Balance - June 30, 2024

( 11,090,978 )

( 3,226,045 )

Costs incurred for capital raise

Balance - June 30, 2024

Balance - September 30, 2024

( 11,217,177 )

( 3,352,244 )

For the Six Months Ended June 30, 2024

For the Nine Months Ended September 30, 2024

Preferred Stock

Stockholders’

Additional Paid-In Capital

Accumulated Deficit

Total Stockholders' Equity (Deficit)

Balance - December 31, 2023

3 unchanged sentences

Costs incurred for capital raise

Balance - June 30, 2024

Balance - September 30, 2024

( 11,217,177 )

( 3,352,244 )

For the Three Months Ended June 30, 2023

For the Three Months Ended September 30, 2023

Preferred Stock

Stockholders’

Balance - April 1, 2023

Additional Paid-In Capital

Accumulated Deficit

Total Stockholders' Equity (Deficit)

Balance - June 30, 2023

$ ( 9,768,364 )

$ ( 2,179,925 )

Common stock issued for conversion of convertible note payable

Balance - June 30, 2023

Sales commission paid on capital raise

Balance - September 30, 2023

$ ( 9,831,038 )

$ ( 2,243,839 )

For the Six Months Ended June 30, 2023

For the Nine Months Ended September 30, 2023

Preferred Stock

Stockholders’

Additional Paid-In Capital

Accumulated Deficit

Total Stockholders' Equity (Deficit)

Balance - December 31, 2022

5 unchanged sentences

Common stock issued for conversion of convertible note payable

Balance - June 30, 2023

Balance - September 30, 2023

$ ( 9,831,038 )

3 unchanged sentences

and Subsidiaries

Consolidated Statements of Cash Flows

For the Six Months Ended June 30,

Condensed Consolidated Statements of Cash Flows

For the Nine Months Ended September 30,

Cash Flows From Operating Activities

4 unchanged sentences

Discount on note receivable

Amortization of debt discount on notes payable and preferred stock

Amortization of intangible assets

2 unchanged sentences

Increase in prepaid expenses and other current assets

Increase in accounts payable

Increase (decrease) in accounts payable

Increase in accrued liabilities

3 unchanged sentences

Increase in salaries payable to related parties

Net Cash Provided by (Used in) Operating Activities

Net Cash Used in Operating Activities

Cash Flows from Investing Activities

3 unchanged sentences

Cash received from sale of common stock, net

Cash received from equity financing of convertible preferred stock

Cash received from sale of Series B Preferred Stock

Cash payments of offering costs

8 unchanged sentences

Conversion of convertible notes payable and derivative liabilities

Preferred stock issued for debt cancellation

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

Notes to Condensed Consolidated Financial Statements

June 30, 2024 and 2023

September 30, 2024 and 2023

NOTE 1 – NATURE OF OPERATIONS, BASIS

21 unchanged sentences

As shown in the accompanying financial statements,

the Company has suffered continuing operating losses, has a working capital deficit of $ 2,687,848 , net loss incurred for the six months

ended June 30, 2024 of $ 647,381 , and has an accumulated deficit of $ 11,090,978 as of June 30, 2024.

These factors, among others, raise

substantial doubt about the Company’s ability to continue as a going concern.

If the Company is unable to obtain adequate capital,

it could be forced to cease operations.

The accompanying condensed financial statements do not include any adjustments to reflect the

recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company

the Company has suffered continuing operating losses, has a working capital deficit of $ 2,801,570 , net loss incurred for the nine months

ended September 30, 2024 of $ 773,580 , and has an accumulated deficit of $ 11,217,177 as of September 30, 2024.

These factors, among others,

raise substantial doubt about the Company’s ability to continue as a going concern.

If the Company is unable to obtain adequate

capital, it could be forced to cease operations.

The accompanying condensed financial statements do not include any adjustments to reflect

the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company

be unable to continue as a going concern.

10 unchanged sentences

These accounting policies

conform to GAAP in all material respects and have been consistently applied in preparing the accompanying consolidated financial statements.

conform to the generally accepted accounting principles (the “GAAP”) in all material respects and have been consistently applied

in preparing the accompanying consolidated financial statements.

Interim Financial Statements

1 unchanged sentence

financial statements and related notes have been prepared in accordance with GAAP for interim financial information, and in accordance

with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) with respect to Form 10-Q and

Article 8 of Regulation S-X.

with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) with respect to Form 10-Q

and Article 8 of Regulation S-X.

Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial

6 unchanged sentences

Principles of Consolidation

The consolidated condensed financial statements

for June 30, 2024 and 2023, respectively, include the accounts of Company, and its wholly-owned subsidiaries OXYS Corporation and HereLab,

The consolidated condensed financial

statements for September 30, 2024 and 2023, respectively, include the accounts of the Company, and its wholly-owned subsidiaries

OXYS Corporation and HereLab, Inc.

All significant intercompany balances and transactions have been eliminated.

65 unchanged sentences

Intangible assets, net of amortization

amounted to $ 174,403 and $ 199,085 at June 30, 2024 and December 31, 2023, respectively.

amounted to $ 161,926 and $ 199,085 at September 30, 2024 and December 31, 2023, respectively.

Schedule of intangible assets

September 30,

Intangible Assets

2 unchanged sentences

The Company determined that none of its intangible

assets were impaired as of June 30, 2024 and December 31, 2023, respectively.

Amortizable intangible assets are amortized using the straight-line

method over their estimated useful lives of ten years.

The amortization expense of finite-lived intangibles was $ 12,341 and $ 24,682 for

the three months and six months ended June 30, 2024 compared to $ 12,341 and $ 24,547 for the three months and six months ended June 30,

2023, respectively.

assets were impaired as of September 30, 2024 and December 31, 2023, respectively.

Amortizable intangible assets are amortized using the

straight-line method over their estimated useful lives of ten years.

The amortization expense of finite-lived intangibles was $ 12,477

and $ 37,159 for the three months and nine months ended September 30, 2024 compared to $ 12,477 and $ 37,023 for the three months and nine

months ended September 30, 2023, respectively.

The following table summarizes the Company’s

estimated future amortization expense of intangible assets with finite lives as of June 30, 2024:

estimated future amortization expense of intangible assets with finite lives as of September 30, 2024:

Schedule of estimated future amortization expense of intangible assets

9 unchanged sentences

According to the terms

of the agreements, 3,547,788 shares were vested and issued per the Company’s 2017 Stock Incentive Plan as of June 30, 2024 and December

31, 2023, and 3,530,000 shares were vested and issued per the Company’s 2019 Stock Incentive Plan as of June 30, 2024 and December

31, 2023, respectively.

of the agreements, 3,547,788 shares were vested and issued per the Company’s 2017 Stock Incentive Plan as of September 30, 2024

and December 31, 2023, and 3,530,000 shares were vested and issued per the Company’s 2019 Stock Incentive Plan as of September 30,

2024 and December 31, 2023, respectively.

In the event that the agreement is terminated

7 unchanged sentences

Pursuant to the terms

of the 2022 Plan, 8,100,000 shares of common stock were vested and 3,100,000 shares were issued as of June 30, 2024 and December 31, 2023,

of the 2022 Plan, 8,100,000 shares of common stock were vested and 3,100,000 shares were issued as of September 30, 2024 and December

31, 2023, respectively.

13 unchanged sentences

The Company has recorded $ 247,520 and $ 199,053

in salaries payable to the CEO as of June 30, 2024 and December 31, 2023, respectively.

in salaries payable to the CEO as of September 30, 2024 and December 31, 2023, respectively.

Employment Agreement – COO/Interim CFO

9 unchanged sentences

The shares are valued at 90% of the average market price of the shares of 30 trading days at the end of each quarter.

recorded $ 219,729 and $ 181,526 in salaries payable to the COO/Interim CFO as of June 30, 2024 and December 31, 2023, respectively.

recorded $ 239,630 and $ 181,526 in salaries payable to the COO/Interim CFO as of September 30, 2024 and December 31, 2023, respectively.

NOTE 5 – CONVERTIBLE NOTES PAYABLE

The following table summarizes the outstanding

balance of convertible notes payable, interest and conversion rates as of June 30, 2024 and December 31, 2023, respectively.

balance of convertible notes payable, interest and conversion rates as of September 30, 2024 and December 31, 2023, respectively.

Schedule of outstanding

balance of convertible notes payable

September 30,

Convertible note payable to an investor with interest at 12% per annum, convertible at any time into shares of common stock at the lowest VWAP of $0.001 per share.

The balance of principal and accrued and unpaid interest is payable on maturity on March 1, 2025.

The Company is in default of the terms of the note.

The note is secured by substantially all the assets of the Company.

4 unchanged sentences

The balance of principal and accrued and unpaid interest is payable on maturity on March 1, 2025.

The Company is in default of the terms of the note.

The note is secured by substantially all the assets of the Company.

13 unchanged sentences

and all future Events of Default (as defined in the Note A) pertaining to the future payment of interest were waived through maturity.

On July 21, 2023, the noteholder of Note A agreed to extend the maturity date to March 1, 2024 .

On July 21, 2023, the noteholder of Note A agreed to extend the maturity date to March 1, 2024 and then Note A was automatically extended

for one-year term to March 1, 2025 unless written notice of objection was provided by the noteholder.

The Note A is convertible into shares

8 unchanged sentences

The Company shall use its best efforts to have a registration statement registering the resales of the 2nd Incentive Shares remain effective until such time that the noteholder of Note A no longer holds any such 2nd Incentive Shares.

Note A is currently in default of its payment

The Company recorded interest expense of $ 6,201

and $ 12,266 for the three months and six months ended June 30, 2024 compared to $ 6,133 and $ 12,199 for the same periods ended June 30,

and $ 18,467 for the three months and nine months ended September 30, 2024 compared to $ 6,201 and $ 18,400 for the same periods ended September

30, 2023, respectively.

Accrued interest payable on Note A was $ 196,734 and $ 184,468 as of June 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note A amounted to $ 205,000 at June 30, 2024 and December 31, 2023, respectively.

Accrued interest payable on Note A was $ 202,935 and $ 184,468 as of September 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note A amounted to $ 205,000 at September 30, 2024 and December 31, 2023, respectively.

January 2019 Convertible Note and Warrants (“Note

19 unchanged sentences

The Company recorded interest expense of $ 0 and

$ 233 for the three months and six months ended June 30, 2024 and $ 686 and $ 1,364 for the three months and six months ended June 30, 2023,

$ 233 for the three months and nine months ended September 30, 2024 and $ 693 and $ 2,057 for the three months and nine months ended September

30, 2023, respectively.

This note and accrued interest is due to a related party.

Accrued interest payable on Note B totaled $ 0 and $ 13,592 as of

June 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note B amounted to $ 0 and $ 55,000 at June 30, 2024

Accrued interest payable on Note B totaled $ 0 and $ 13,592

as of September 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note B amounted to $ 0 and $ 55,000 at September

30, 2024 and December 31, 2023, respectively.

4 unchanged sentences

and all future Events of Default (as defined in the Note D) pertaining to the future payment of interest were waived through maturity.

On July 21, 2023, the noteholder of Note A agreed to extend the maturity of March 1, 2023 date to March 1, 2024 and Note D convertible

into shares of common stock at March 31, 2024 at the lowest VWAP of $0.001 per share during the look back period (see Note A above”).

Note D is currently in default of its payment

On July 21, 2023, the noteholder of Note D agreed to extend the maturity date to March 1, 2024 and then Note D was automatically extended

for one-year term to March 1, 2025 unless written notice of objection was provided by the noteholder.

The Note D is convertible into shares

of common stock at March 31, 2024 at the lowest VWAP of $0.001 per share during the look back period (see “Note A” above).

The Company recorded interest expense of $ 1,512

and $ 2,992 for the three months and six months ended June 30, 2024, and $ 1,496 and $ 2,975 for the three months and six months ended June

and $ 4,504 for the three months and nine months ended September 30, 2024, and $ 1,512 and $ 4,487 for the three months and nine months ended

September 30, 2023, respectively.

Accrued interest payable on Note D totaled $ 31,202 and $ 26,697 at September 30, 2024 and December 31,

2023, respectively.

Accrued interest payable on Note D totaled $ 29,689 and $ 26,697 at June 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note D amounted to $ 50,000 at June 30, 2024 and December 31, 2023, respectively.

The principal balance payable on Note D amounted to $ 50,000 at September 30, 2024 and December 31, 2023, respectively.

August 2019 Convertible Note and Warrants (“Note

On August 5, 2024, the noteholder of Note E agreed

to extend the maturity date of the Senior Secured Convertible Promissory Note to August 2, 2024.

The noteholder agreed to extend the maturity

date of Note E to August 2, 2025, for no additional consideration.

All other terms and conditions of the Note E remain the same.

to extend the maturity date of the Senior Secured Convertible Promissory Note to August 2, 2025 for no additional consideration.

terms and conditions of the Note E remained the same.

The Company recorded interest expense of $ 3,781

and $ 7,479 on Note E for the three months and six months ended June 30, 2024, and $ 3,740 and $ 7,438 for the three months and six months

ended June 30, 2023, respectively.

Accrued interest payable on Note E was $ 71,170 and $ 63,690 at June 30, 2024 and December 31, 2023,

and $ 11,260 on Note E for the three months and nine months ended September 30, 2024, and $ 3,781 and $ 11,219 for the three months and nine

months ended September 30, 2023, respectively.

Accrued interest payable on Note E was $ 74,950 and $ 63,690 at September 30, 2024 and December

31, 2023, respectively.

This note is payable to a related party.

The principal balance payable on Note E amounted to $ 125,000 as of June 30, 2024

The principal balance payable on Note E amounted to $ 125,000 as of September

30, 2024 and December 31, 2023, respectively.

5 unchanged sentences

All other terms and conditions of the Note G

remain the same.

remained the same.

During the three months ended March 31, 2024,

the noteholder of Note G converted principal amount of $ 45,045 and accrued interest of $ 1,955 in exchange of 85,000,000 shares of common

the noteholder of Note G converted principal amount of $ 45,045 and accrued interest of $ 1,955 in exchange for 85,000,000 shares of common

stock of the Company.

The Company recorded interest expense on Note

G $ 348 and $ 420 for the three months and six months ended June 30, 2024, and $ 1,870 and $ 3,719 for the three months and six months ended

June 30, 2023, respectively.

Accrued interest payable on Note G was $ 420 and $ 0 as of June 30, 2024 and December 31, 2023, respectively.

The principal balance payable of Note G amounted to $ 13,942 and $ 58,988 at June 30, 2024 and December 31, 2023, respectively.

G $ 351 and $ 840 for the three months and nine months ended September 30, 2024, and $ 1,890 and $ 5,609 for the three months and nine months

ended September 30, 2023, respectively.

Accrued interest payable on Note G was $ 772 and $ 0 as of September 30, 2024 and December 31, 2023,

respectively.

The principal balance payable of Note G amounted to $ 13,942 and $ 58,988 at September 30, 2024 and December 31, 2023, respectively.

NOTE 6 – EARNINGS (LOSS) PER SHARE

The following table sets forth the computation

of basic and diluted net loss per share of common stock for the three months and six months ended June 30, 2024 and 2023, respectively:

of basic and diluted net loss per share of common stock for the three months and nine months ended September 30, 2024 and 2023, respectively:

Schedule of computation

of basic and diluted net loss per share of common stock

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Net loss attributable to common stockholders (basic)

2 unchanged sentences

$ ( 523,901 )

$ ( 461,228 )

Shares used to compute net loss per common share, basic and diluted

12 unchanged sentences

The following outstanding common stock equivalents

have been excluded from diluted net loss per common share for the six months ended June 30, 2024 and 2023, respectively, because their

inclusion would be anti-dilutive:

have been excluded from diluted net loss per common share for the nine months ended September 30, 2024 and 2023, respectively, because

their inclusion would be anti-dilutive:

Schedule of anti-dilutive shares

As of June 30,

As of September 30,

Warrants to purchase common stock

Potentially issuable shares related to convertible notes payable and convertible preferred stock

Potentially issuable vested shares to directors and officers

Potentially issuable unvested shares to directors and officers

Total anti-dilutive common stock equivalents

NOTE 7 – RELATED PARTIES

At June 30, 2024 and December 31, 2023, respectively,

At September 30, 2024 and December 31, 2023, respectively,

the amount due to two stockholders was $ 1,000 relating to depositing funds for opening bank accounts for the Company.

1 unchanged sentence

its current office facility from these stockholders on a month-to-month basis at a monthly rent of $250 starting January 1, 2020.

expense totaled $ 750 and $ 1,500 for the three months and six months ended June 30, 2024 and 2023, respectively.

The Company has recorded

$ 1,750 and $ 250 as rent payable to the stockholder in accounts payable as of June 30, 2024 and December 31, 2023, respectively.

expense totaled $ 750 and $ 2,250 for the three months and nine months ended September 30, 2024 and 2023, respectively.

The Company has

recorded $ 2,500 and $ 250 as rent payable to the stockholder in accounts payable as of September 30, 2024 and December 31, 2023, respectively.

The Company executed a convertible promissory

6 unchanged sentences

The Company executed three convertible promissory

notes payable with a director (see Note E) for the principal amount of $ 125,000 , and accrued interest payable of $ 71,170 and $ 63,690 as

of June 30, 2024 and December 31, 2023, respectively.

notes payable with a director (see Note E) for the principal amount of $ 125,000 and recorded accrued interest payable of $ 74,950 and $ 63,690

as of September 30, 2024 and December 31, 2023, respectively.

NOTE 8 – STOCKHOLDERS' EQUITY

The Company has an authorized capital of 3,000,000,000

shares, $ 0.001 par value common stock, and 10,000,000 shares of $ 0.001 par value preferred stock at June 30, 2024.

The Company has

555,015,293 shares and 470,015,293 shares of common stock and Series A Preferred Stock 25,845 shares issued and outstanding as of June

30, 2024 and December 31, 2023, respectively.

shares, $ 0.001 par value common stock, and 10,000,000 shares of $ 0.001 par value preferred stock at September 30, 2024.

has 555,015,293 shares and 470,015,293 shares of common stock and Series A Preferred Stock 25,845 shares issued and outstanding as of

September 30, 2024 and December 31, 2023, respectively.

Holders of shares of common stock are entitled

22 unchanged sentences

the five business days prior to the closing.

From January 1, 2024 to June 30, 2024, the noteholder

of Note F converted the principal balance of $ 45,045 and accrued interest of $ 1,955 into 85,000,000 shares of common stock.

issued were valued at the fair value of common stock on the date of issuance.

From January 1, 2024 to September 30, 2024,

the noteholder of Note G converted the principal balance of $ 45,045

and accrued interest of $ 1,955

into 85,000,000

shares of common stock.

The shares issued were valued at the fair value of common stock on the date of issuance.

Stock Incentive Plans

33 unchanged sentences

The common shares vested pursuant

to the 2022 Plan amounted to 8,000,000 shares at June 30, 2024, and 3,000,000 shares at December 31, 2023, and the 6,300,000 shares remain

unvested as of June 30, 2024.

For the three months and six months ended June 30, 2024, the Company recorded $ 628 and $ 1,148 as stock compensation

expense for 747,945 shares and 1,495,890 shares.

6,200,000 shares payable to an officer and a director that remain unvested as of June

Total shares payable to an officer, consultant and a director totaled 4,064,385 shares and 2,368,493 shares on June 30, 2024

and December 31, 2023, respectively.

to the 2022 Plan amounted to 8,100,000 shares at September 30, 2024, and 3,100,000 shares at December 31, 2023, and the 6,200,000 shares

remain unvested as of September 30, 2024.

For the three months and nine months ended September 30, 2024, the Company recorded $ 833 and

$ 1,980 as stock compensation expense for 756,164 shares and 2,252,054 shares, respectively.

6,200,000 shares payable to an officer and

a director that remain unvested as of September 30, 2024.

Total shares payable to an officer, consultant and a director totaled 4,820,548

shares and 2,368,493 shares on September 30, 2024 and December 31, 2023, respectively.

Shares earned and issued related to the consulting

4 unchanged sentences

A summary of the status of the Company’s

non-vested shares at June 30, 2024 and 2023 and changes during the six months ended, is presented below:

non-vested shares at September 30, 2024 and 2023 and changes during the nine months ended, is presented below:

Schedule of non-vested shares

2 unchanged sentences

Balance at December 31, 2022

( 3,000,000 )

Balance at June 30, 2023

Balance at September 30, 2023

Balance at December 31, 2023

( 8,100,000 )

Balance at June 30, 2024 – (Unvested)

Balance at June 30, 2024 – (Vested)

Total Options outstanding – June 30, 2024

Balance at September 30, 2024 – (Unvested)

Balance at September 30, 2024 – (Vested)

Total Options outstanding – September 30, 2024

Preferred Stock

34 unchanged sentences

The Company had 25,845 shares of Series A Preferred

Stock issued and outstanding at June 30, 2024 and December 31, 2023, respectively.

Stock issued and outstanding at September 30, 2024 and December 31, 2023, respectively.

Series B Convertible Preferred Stock Equity

95 unchanged sentences

liability associated with this convertible preferred stock recording a loss in connection with the change in fair market value of the

derivative liability of $ 39,975 and $ 33,954 for the three months and six months ended June 30, 2024, and a loss of $ 23,960 and $ 24,159

for the three months and six months ended June 30, 2023, respectively.

The Company recorded $ 2,513 and $ 5,026 as preferred stock dividend

expense for the three months and six months ended June 30, 2024, and $ 2,513 and $ 4,999 as preferred dividend expense for the three months

and six months ended June 30, 2023.

The Company recorded $ 36,426 and $ 31,400 as preferred stock dividend payable as of June 30, 2024 and

December 31, 2023, respectively.

Derivative liability payable for this transaction totaled $ 106,621 and $ 72,667 at June 30, 2024 and December

31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 84,000 at June 30, 2024 and December 31, 2023, respectively.

derivative liability of $ 2,252

for the three months and nine months ended September 30, 2024, and a gain of $ 19,811

and a loss of $ 4,348

for the three months and nine months ended September 30, 2023, respectively.

The Company recorded $ 2,541

as preferred stock dividend expense for the three months and nine months ended September 30, 2024, and $ 2,541

as preferred dividend expense for the three months and nine months ended September 30, 2023.

The Company recorded $ 38,967

as preferred stock dividend payable as of September 30, 2024 and December 31, 2023, respectively.

Derivative liability payable

for this transaction totaled $ 108,873

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 84,000

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

14 unchanged sentences

The Company recalculated the value of the derivative

liability associated with this convertible preferred stock and recorded a loss in connection with the change in fair market value of the

derivative liability of $ 33,179 and $ 41,230 for the three months and six months ended June 30, 2024, and a loss of $ 29,094 and $ 29,336

for the three months and six months ended June 30, 2024 and 2023, respectively.

liability associated with this convertible preferred stock, and recorded a loss in connection with the change in fair market value of

the derivative liability of $ 2,734

for the three months and nine months ended September 30, 2024, and recorded a gain of $ 24,056

and a loss of $ 5,280

for the three months and nine months ended September 30, 2023, respectively.

The Company recorded preferred stock dividend expense

of $ 3,052 and $ 6,103 for the three months and six months ended June 30, 2024, and $ 3,052 and $ 6,070 for the three months and six months

ended June 30, 2023.

The Company recorded $ 43,326 and $ 37,223 as preferred stock dividend payable as of June 30, 2024 and December 31,

2023, respectively.

Derivative liability payable for this transaction totaled $ 96,290 and $ 88,238 at March 31, 2024 and December 31, 2023,

and Series B Convertible Preferred Stock mezzanine liability was $ 129,468 and $ 88,239 at June 30, 2024 and December 31, 2023, respectively.

for the three months and nine months ended September 30, 2024, and $ 3,085

for the three months and nine months ended September 30, 2023.

The Company recorded $ 46,411

as preferred stock dividend payable as of September 30, 2024 and December 31, 2023, respectively.

Derivative liability payable

for this transaction totaled $ 132,203

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 102,000

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

16 unchanged sentences

The Company recalculated the value of the derivative

liability associated with this convertible preferred stock recording a loss in connection with the change in fair market value of the

derivative liability of $ 19,907 and $ 24,738 for the three months and six months ended June 30, 2024, and a loss of $ 17,457 and $ 17,602

for the three months and six months ended June 30, 2023.

The Company recorded preferred stock dividend expense of $ 1,831 and $ 3,662 for

the three months and six months ended June 30, 2024, and $ 1,831 and $ 3,642 for the three months and six months ended June 30, 2023, respectively.

The Company recorded $ 18,571 and $ 14,909 as preferred stock dividend payable as of June 30, 2024 and December 31, 2023, respectively.

Derivative liability payable for this transaction totaled $ 77,681 and $ 52,943 at June 30, 2024 and December 31, 2023, and Series B Convertible

Preferred Stock mezzanine liability was $ 61,200 at June 30, 2024 and December 31, 2023, respectively.

liability associated with this convertible preferred stock, and recorded a loss in connection with the change in fair market value of

the derivative liability of $ 1,641

for the three months and nine months ended September 30, 2024, and a gain of $ 14,434

and a loss of $ 3,168

for the three months and nine months ended September 30, 2023.

The Company recorded preferred stock dividend expense of $ 1,851

for the three months and nine months ended September 30, 2024, and $ 1,851

for the three months and nine months ended September 30, 2023, respectively.

The Company recorded $ 20,422

as preferred stock dividend payable as of September 30, 2024 and December 31, 2023, respectively.

Derivative liability payable

for this transaction totaled $ 79,322

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 61,200

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

10 unchanged sentences

proceeds of $51,000 issuance), the Company valued the fair value of the derivative and recorded an initial derivative liability of $ 65,025 ,

$ 14,025 as day one loss on the derivative, $ 10,200 as interest expense, and $ 10,200 as Series B Convertible Preferred Stock mezzanine

liability, and $ 51,000 as amortization.

The Company recalculated the value of the derivative liability associated with the convertible

note and recorded a loss in connection with the change in fair market value of the derivative liability of $ 19,907 and $ 24,738 for the

three months and six months ended June 30, 2024, and $$4,831 and a loss of $ 17,457 and $ 17,602 for the three months and six months ended

June 30, 2023, respectively.

In addition, the Company recorded $ 1,831 and 3,662 as preferred stock dividend expense for the three months

and six months ended June 30, 2023, and preferred stock dividend payable to GHS on this derivative totaled $ 17,585 and $ 13,923 as of June

30, 2024 and December 31, 2023, respectively.

Derivative liability payable for this transaction totaled $ 77,681 and $ 52,943 at June 30,

2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 61,200 at June 30, 2024 and December 31,

2023, respectively.

as day one loss on the derivative, $ 10,200

as interest expense, and $ 10,200

as Series B Convertible Preferred Stock mezzanine liability, and $ 51,000

as amortization.

The Company recalculated the value of the derivative liability associated with the convertible note and recorded

a loss in connection with the change in fair market value of the derivative liability of $ 1,641

for the three months and nine months ended September 30, 2024, and recording a gain of $ 14,434

and a loss of $ 19,952

for the three months and nine months ended September 30, 2023, respectively.

In addition, the Company recorded $ 1,851

as preferred stock dividend expense for the three months and nine months ended September 30, 2023, and preferred stock dividend

payable to GHS on this derivative totaled $ 19,436

as of September 30, 2024 and December 31, 2023, respectively.

Derivative liability payable for this transaction totaled $ 79,322

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 61,200

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

11 unchanged sentences

proceeds of $136,000 issuance), the Company valued the fair value of the derivative and recorded an initial derivative liability of $ 328,422 ,

$ 192,422 as day one loss on the derivative, $ 27,200 as interest expense, and $ 27,200 as Series B Convertible Preferred Stock mezzanine

liability, and $ 136,000 as amortization.

The Company recalculated the value of the derivative liability associated with the convertible

note and recorded a loss in connection with the change in fair market value of the derivative liability of $ 53,086 and $ 12,968 for the

three months and six months ended June 30, 2024, and a loss of $ 46,551 and $ 46,164 for the three months and six months ended June 30,

2024 and 2023, respectively.

In addition, the Company recorded preferred stock dividend expense of $ 4,883 and $ 9,765 for the three months

and six months ended June 30, 2024, and $ 4,883 and $ 9,712 for the three months and six months ended June 30, 2023.

Preferred stock dividend

payable to GHS for this derivative totaled $ 44,480 and $ 34,715 at June 30, 2024 and December 31, 2023.

Derivative liability payable for

this transaction totaled $ 207,149 and $ 141,182 at June 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine

liability was $ 163,200 at June 30, 2024 and December 31, 2023, respectively.

as day one loss on the derivative, $ 27,200

as interest expense, and $ 27,200

as Series B Convertible Preferred Stock mezzanine liability, and $ 136,000

as amortization.

The Company recalculated the value of the derivative liability associated with the convertible note and recorded

a loss in connection with the change in fair market value of the derivative liability of $ 4,375

for the three months and nine months ended September 30, 2024, and a gain of $ 38,490

and a loss of $ 8,448

for the three months and nine months ended September 30, 2023, respectively.

In addition, the Company recorded preferred stock

dividend expense of $ 4,936

for the three months and nine months ended September 30, 2024, and $ 4,936

for the three months and nine months ended September 30, 2023.

Preferred stock dividend payable to GHS for this derivative totaled

at September 30, 2024 and December 31, 2023.

Derivative liability payable for this transaction totaled $ 211,524

and $ 141,182

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 163,200

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

9 unchanged sentences

$ 1,220 in selling commissions to complete this financing.

On November 17, 2022 (the date of receipt of cash

proceeds of $61,000 issuance), the Company valued the fair value of the derivative and recorded an initial derivative liability of $ 54,072 ,

$ 6,928 as day one gain on the derivative, $ 12,200 as interest expense, $ 12,200 as Series B Convertible Preferred Stock mezzanine liability,

and $ 61,000 as amortization.

On November 17, 2022 (the date of receipt of

cash proceeds of $61,000 issuance), the Company valued the fair value of the derivative and recorded an initial derivative liability

of $ 54,072 ,

as day one gain on the derivative, $ 12,200

as interest expense, $ 12,200

as Series B Convertible Preferred Stock mezzanine liability, and $ 61,000

as amortization.

The Company recalculated the value of the derivative liability associated with the convertible note and recorded

a loss in connection with the change in fair market value of the derivative liability of $ 23,811 and $ 29,588 for the three months and

six months ended June 30,2024, and $ 20,879 and $ 20,706 for the three months and six months ended June 30, 2023, respectively.

the Company recorded preferred stock dividend expense of $ 2,199 and $ 4,398 for the three months and six months ended June 30, 2024, and

$ 2,190 and $ 4,356 for the three months and six months ended June 30, 2023.

Preferred stock dividend payable to GHS for this derivative

totaled $ 14,223 and $ 9,843 at June 30, 2024 and December 31, 2023.

Derivative liability payable for this transaction totaled $ 92,913 and

$ 63,324 at June 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 73,200 at June 30, 2024

and December 31, 2023, respectively.

a loss in connection with the change in fair market value of the derivative liability of $ 1,962

for the three months and nine months ended September 30, 2024, and recorded a gain of $ 17,264

and a loss of $ 3,789

for the three months and nine months ended September 30, 2023, respectively.

In addition, the Company recorded preferred stock

dividend expense of $ 2,214

for the three months and nine months ended September 30, 2024, and $ 2,214

for the three months and nine months ended September 30, 2023.

Preferred stock dividend payable to GHS for this derivative totaled

at September 30, 2024 and December 31, 2023.

Derivative liability payable for this transaction totaled $ 94,875

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 73,200

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

14 unchanged sentences

The Company recalculated the value of the derivative

liability associated with the convertible note at June 30, 2024 and recorded a loss in connection with the change in fair market value

of the derivative liability of $ 5,874 and $ 5,874 for the three months and six months ended June 30, 2024.

In addition, the Company recorded

preferred stock dividend expense of $ 2,226 and $ 4,452 for the three months and six months ended June 30, 2024, respectively.

stock dividend payable to GHS for this derivative totaled $ 7,607 and $ 3,155 , at June 30, 2024 and December 31, 2023, respectively.

liability payable for this transaction totaled $ 94,495 and $ 64,411 at June 30, 2024 and December 31, 2023, and Series B Convertible Preferred

Stock mezzanine liability was $ 74,400 at June 30, 2024 and December 31, 2023, respectively.

liability associated with the convertible note at September 30, 2024 and recorded a loss in connection with the change in fair market

value of the derivative liability of $ 1,992

for the three months and nine months ended September 30, 2024, and recorded a loss of $ 6,400

for the three months and nine months ended September 30, 2023.

In addition, the Company recorded preferred stock dividend expense

for the three months and nine months ended September 30, 2024, and $ 905

for the three months and nine months ended September 30, 2023, respectively.

Preferred stock dividend payable to GHS for this

derivative totaled $ 9,857

and $ 3,155 ,

at September 30, 2024 and December 31, 2023, respectively.

Derivative liability payable for this transaction totaled $ 96,487

at September 30, 2024 and December 31, 2023, and Series B Convertible Preferred Stock mezzanine liability was $ 74,400

at September 30, 2024 and December 31, 2023, respectively.

The Company valued the conversion feature using

14 unchanged sentences

The Company recalculated the value of the derivative

liability associated with the convertible note at June 30, 2024 and recorded a loss in connection with the change in fair market value

of the derivative liability of $ 7,256 for the three months and six months ended June 30, 2024.

In addition, the Company recorded preferred

stock dividend expense of $ 592 for the three months and six months ended June 30, 2024, respectively.

Preferred stock dividend payable

to GHS for this derivative totaled $ 592 at June 30, 2024.

Derivative liability payable for this transaction totaled $ 27,580 at June 30,

2024, and Series B Convertible Preferred Stock mezzanine liability was $ 24,000 at June 30, 2024.

liability associated with the convertible note at September 30, 2024 and recorded a loss in connection with the change in fair market

value of the derivative liability of $ 694

for the three months and nine months ended September 30, 2024.

In addition, the Company recorded preferred stock dividend expense

for the three months and nine months ended September 30, 2024, respectively.

Preferred stock dividend payable to GHS for this

derivative totaled $ 1,318

at September 30, 2024.

Derivative liability payable for this transaction totaled $ 28,274

at September 30, 2024, and Series B Convertible Preferred Stock mezzanine liability was $ 24,000

at September 30, 2024.

The Company valued the conversion feature using

82 unchanged sentences

On March 31, 2024, the Company recalculated the

value of the derivative liability associated with this convertible preferred stock recording a loss in connection with the change in fair

market value of the derivative liability of $ 43,556 and $ 48,326 for the three months and six months ended June 30, 2024.

value of the derivative liability associated with this convertible preferred stock recording a loss in connection with the change in

fair market value of the derivative liability of $ 2,950

for the three months and nine months ended September 30, 2024.

The Company recorded $ 2,068

$ 2,046 and $ 2,721 as preferred stock dividend expense for the three months and six months ended June 30, 2024.

as preferred stock dividend expense for the three months and nine months ended September 30, 2024.

The Company recorded $ 4,790

as preferred stock dividend payable as of June 30, 2024.

Derivative liability payable for this transaction totaled $ 88,995 at June 30,

2024 and Series C Convertible Preferred Stock mezzanine liability was $ 68,400 at June 30, 2024.

as preferred stock dividend payable as of September 30, 2024.

Derivative liability payable for this transaction totaled $ 48,389

at September 30, 2024 and Series C Convertible Preferred Stock mezzanine liability was $ 68,400

at September 30, 2024.

The Company valued the conversion feature using

4 unchanged sentences

The following table represents the change in the

fair value of the derivative liabilities for the six months ended June 30, 2024 and 2023, respectively.

fair value of the derivative liabilities for the nine months ended September 30, 2024 and 2023, respectively.

Schedule of change in the fair value of the derivative liabilities

Balance at December 31, 2022

Additions to derivative liability

Change in the fair value of derivative liability

Balance at June 30, 2023

Balance at September 30, 2023

Balance at December 31, 2023

1 unchanged sentence

Change in the fair value of derivative liability

Balance at June 30, 2024

Balance at September 30, 2024

As a result of issuance of derivative instruments,

the Company recorded a derivative liability of $ 942,770 and $ 535,653 as of June 30, 2024 and December 31, 2023, Series B Convertible Preferred

Stock liability of $ 643,200 and $ 619,200 as of June 30, 2024 and December 31, 2023, and Series C Convertible Preferred Stock Liability

of $ 68,400 and $ 0 , as of June 30, 2024 and December 31, 2024, respectively.

the Company recorded a derivative liability of $ 879,268 and $ 535,653 as of September 30, 2024 and December 31, 2023, Series B Convertible

Preferred Stock liability of $ 643,200 and $ 619,200 as of September 30, 2024 and December 31, 2023, and Series C Convertible Preferred

Stock Liability of $ 68,400 and $ 0 , as of September 30, 2024 and December 31, 2024, respectively.

A summary of the status of the Company’s

warrants as of June 30, 2024 and 2023, and changes during the three months then ended, is presented below:

warrants as of September 30, 2024 and 2023, and changes during the nine months then ended, is presented below:

Schedule of warrant activity

3 unchanged sentences

Expired/Forfeited

Outstanding at June 30, 2023

Outstanding at September 30, 2023

Outstanding at December 31, 2023

1 unchanged sentence

( 2,555,897 )

Outstanding at June 30, 2024

Outstanding at September 30, 2024

NOTE 9 – SUBSEQUENT EVENT

On August 5, 2024, the noteholder of Note E agreed

to extend the maturity date of the Note E to August 2, 2025, for no additional consideration.

All other terms of the promissory note remain

On October 3, 2024, GHS Investments entered into

a financing arrangement and purchased 43 shares of Series B Convertible Preferred Stock, $0.001 par value, $1,200 stated value, for a

cash consideration of $39,140, pursuant to the terms of Security Purchase Agreement.

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 1. Financial Statements