What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2021-04-15 compared with 2020-05-14 · 262 added, 251 removed, 14 unchanged (97% of the section changed)

2 unchanged sentences

by acquiring Resonate Blends LLC (“Resonate”

or the “Company”);

a California-based cannabis wellness

lifestyle product company built on a proprietary system of experiential targets.

Resonate is building a brand-focused vertically

integrated cannabis organization offering trusted brands of consistent quality.

The Company also acquired Entourage Labs LLC (“Entourage

Labs”), a sister company of Resonate.

or the “Company”), a California-based cannabis wellness lifestyle

product company built on a proprietary system of experiential targets.

Resonate is building a value-added, brand-focused cannabis

organization offering premium brands of consistent quality.

The Company also acquired Entourage Labs LLC (“Entourage Labs”),

a sister company of Resonate.

Entourage Labs is the Intellectual Property (IP) subsidiary of Resonate.

1 unchanged sentence

is a cannabis holding company centered on valued-added holistic Wellness and Lifestyle

The company’s strategy is to ignite future growth by building a purpose-driven portfolio of research organizations,

innovative and emerging brands, and retail channels.

The holding company’s focus is finding mutual value between product

and consumer by optimizing quality, supply chain resources and financial performance.

The Company offers a family of premium cannabis-based

products of consistent quality based on unique formations calibrated to Resonate Blends effects system in what we believe is the

industry gold standard in user experience.

The Company’s strategy is to ignite future growth by building a purpose-driven portfolio of innovative, trusted

national brands, emerging brands, research organizations, and a variety of retail channels.

The Company’s focus is finding

mutual value between product and consumer by optimizing quality, supply chain resources and financial performance.

offers a family of premium cannabis-based products of consistent quality based on unique formations calibrated to Resonate Blends

effects system in what we believe is the industry gold standard in user experience.

Company believes the greatest long-term value creation in the cannabis industry will be in the establishment of high quality and

1 unchanged sentence

Resonate hopes to become a national leader through its vision in creating a family of brands designed

specifically to support the industry.

specifically to deliver reliable, effective, beneficial experiences.

is committed to helping you live the life you love.

We do not make the medicinal vs.

recreational distinction.

This is a temporary

legal separation in some states that we expect will soon cease to exist.

We believe in wellness for the whole person.

that people with pain or anxiety also want to enjoy friends, concerts and have satisfying intimate experiences.

We are designing

experiences which will improve all areas of our lives.

accomplish this, Resonate is Mastering the Art of Experience.

This is our mission.

By integrating science, technology, education,

branding, marketing, sales and delivery - with every customer interaction we aim to provide exceptional experiences.

has a broad range of unique characteristics and we are dedicated to harnessing and amplifying those characteristics to support

healthy empowered and engaged lifestyles.

From product development through customer communication, we prefect and demystify cannabis

bringing innovative products to an increasingly sophisticated market.

Resonate Blends has a strong social mission and the Resonate

team is building a successful business by focusing our knowledge, skill and energy on creating wellness-lifestyle products which

will improve community by helping individuals live more satisfying, meaningful and connected lives.

The need for these products

at this time is crucial.

communicate the breadth of wellness products that Resonate is developing, our team created The Resonate System.

The Resonate System

graphically represents a spectrum of wellness products based on cannabis scaffolding.

This system helps users easily select which

product they want.

Products based on The Resonate System deliver relaxation, freedom from pain and anxiety, boosts in focus and

creativity, sensuality, human connection and joy.

Our products are formulated around a system of interconnected experience targets

that will allow you to know exactly what to expect when using them.

respecting and honoring the natural power of plant medicine, Resonate also employs advanced science, leading technology and a

deep understanding of how various cannabis compounds, when working in the body, simultaneously can create unique effects and benefits

(referred to as the “Entourage Effect”).

Our product developers blend cannabinoids and terpenes to formulate products

with specific, controllable and repeatable, beneficial effects.

Through innovation, experimentation, testing and an iterative

product development strategy, our team has unlocked new plant constituent combinations resulting in unique, enjoyable and extremely

effective wellness products unlike anything else in the marketplace.

Resonate plans to explore obtaining patent protection for

these formulations and products in the future.

the Resonate Blends product family, is based around a comprehensive system of interconnected experience targets that allow people

2 unchanged sentences

of functional experience targets across a broad range of product categories.

are currently finalizing development in cooperation with an award-winning strategic partner in preparation for the launch of our

first product line of six products.

We believe that these multi-use products will deliver specific, predictable, reliable,

effects in a format that is completely unique in the industry.

We have formalized contracts with our logistical and marketing

partners, and we are on target for our upcoming product release.

This release will be followed before year end with our second

product line that is already in full development.

holding company, Resonate Blends, Inc., is now comprised of Resonate Blends LLC, the cannabis operations and product development

side of the company.

Entourage Labs LLC is our Intellectual Property (IP) subsidiary, and Textmunication, Inc.

is our mobile marketing

subsidiary for the health, fitness and wellness sectors.

Textmunication

is a developing player in the mobile marketing and loyalty industry, providing cutting-edge mobile marketing solutions, rewards

and loyalty to our clients.

With a powerful yet intuitive suite of services, clients are able to reach more customers faster and

reward them for repeat business.

We help clients reach their marketing and revenue goals by educating clients with the most effective

tools in mobile marketing, rewards, paperless redemption and loyalty.

the past 4 years, our mobile marketing business has not been able to generate sufficient revenue to be able to sustain administrative

expenses and has been unable to raise sufficient capital from the public market for the current and future competitive environment.

The board of directors, with the leadership of our new CEO, has decided to change the company’s business focus to the cannabis

industry and has plans to dispose of the mobile marketing business.

This determination of the board of directors has been based

on evaluating various strategic alternatives and conducting an extensive review of our financial condition, results of operations

and business prospects, that attempting to raise additional capital, continuing to operate as a going concern was not reasonably

likely to create greater value for our stockholders pursuing the mobile business model.

Company submitted the required information to affect a new corporate name and stock symbol change to Financial Industry Regulatory

Authority (FINRA).

On December 16, 2019, the new corporate name was announced as Resonate Blends, Inc.

and its common stock now

trades on the OTCQB under the symbol “KOAN”, a symbol named after the Company’s upcoming product brand.

Consulting Group LLC, an IT Services firm out of Gaithersburg, Maryland is no longer in the holding company as of October 25,

principal executive office is located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 and our mobile marketing offices are

located at 1940 Contra Costa Blvd.

Pleasant Hill, CA 94523.

Our executive telephone number is (571) 888-0009 and our mobile marketing

main number is (800) 677-7003.

Product Business

in Calabasas, California, Resonate Blends, Inc.

is a cannabis holding company centered on developing and acquiring proprietary

branded holistic Wellness and Lifestyle products.

The company strategy is to ignite future growth by building a portfolio of research

organizations, innovative and emerging brands, and retail channels.

The Company will soon launch a family of premium cannabis-based

products based on proprietary formations calibrated to its Resonate Blends Effects System, the foundation of its core ethos—to

offer quality consumer cannabis plant-based products that deliver on their promise.

Blends started with a simple mission —

to demystify cannabis for the consumer.

The Resonate Effects System was developed

to make Cannabis plant-based products understandable, accessible and predictable to support the Wellness lifestyle.

Resonate Blends

empowers people to optimize their lifestyle by developing proprietary and innovative branded products built on the science of

plant medicine that best fit their personal needs.

Company believes the greatest long-term value creation in the Cannabis industry will be in the establishment of high-quality consumer

brands that deliver the expected experience.

As cultivation, supplies and services become quickly commoditized, value added brands

represent the best opportunity for Resonate Blends and its shareholders to support and benefit from the growth expected in the

Cannabis industry.

In support of this philosophy, we believe the Company represents the best-in-class vision on how to create

a family of brands designed specifically to support the personal needs of the consumer as the Industry continues to evolve from

an underground business to a national consumer facing products business.

Resonate’s

growth strategy is to create an ecosystem of companies, investments and research that all support the Resonate System.

to being product brand focused, the Company plans to incubate and integrate synergistic companies and partners.

Using the Resonate

System as its lens, Resonate plans to find entrepreneurial companies that support its ethos.

By vertically integrating these companies,

Resonate believes that it is able to provide consistent product quality that yields expected results and that also manages margins

and profitability at scale.

Resonate plans to launch its first

Koan brand of products in a series of infused products by Q3, but the launch is dependent upon supply chain

efficiencies which could be affected by the COVID-19 pandemic.

The initial launch will be in California with a state-wide

distribution system already assembled.

Resonate will be executing a multi-state strategy with the goal of becoming a leading

national brand once the California market is optimized.

The Company plans to strategically acquire assets and existing

businesses in the cannabis space allowing for a vertically integrated organization centered on “wellness

lifestyle”.

Blends has finalized development in cooperation with an award-winning strategic partner in preparation for the launch of our first

product line of six products.

These multi-use products deliver specific, predictable, reliable, effects in a format that is completely

unique in the industry.

The Company has formalized contracts with the leading logistical and marketing partners, and we are on

target for our upcoming product releases.

Resonate made an investment into Joiant, the

top selling CBD:THC pre-roll brand in California (according to BDS Analytics) with the option to fully acquire the company

Joiant is led by former Co-Founder of Pandora Media, Jon Kraft and Joiant Founder Lindsey Kirk, a former KIVA

Confections ambassador.

addition to preparing for the release of the Koan products, Resonate Blends is refocusing and building the holding company.

Blends’

growth strategy is to avoid investments in heavily commoditized assets and to incubate and integrate synergistic

companies and partners.

Vertical integration will occur only to support product requirements and to provide consistent product

quality that yields expected results.

a public company, Resonate Blends can rapidly speed growth through highly targeted acquisitions in the marketplace that support

and enhance organic growth.

The Company is in the process of restructuring its balance sheet to align capital raising and acquisitions

with long-term strategy which means raising and supporting long term capital versus short term capital raises.

has a joint research and development project with Vertosa, an award-winning industry leader in Nano and micro-emulsions

and the leading provider of safe, reliable emulsion bases for infused product developers.

All of Vertosa’s inactive

base materials are FDA approved and are lab tested for quality.

Vertosa’s Hemp-derived CBD Emulsion System is now certified

organic by CCOF , a United States Department of Agriculture-accredited certifier and non-profit advocacy group, and

the company has also received its Good Manufacturing Practice (GMP) certification , confirming their offerings follow regulations

promulgated by the US Food and Drug Administration and are safe, pure, and effective.

Resonate team believes that Vertosa is the idea partner to support the production of the premium lifestyle-wellness Koan product

In addition, Resonate has selected respected packaging materials suppliers, manufacturing and distribution partner.

Plan and Personnel

Resonate is planning a carefully targeted

and monitored soft product launch to dispensaries in the Los Angeles metro area.

Within 90 days, the products are expected

to be available in additional dispensary expanding around the starter hub.

However, we are dependent upon the evolving market

conditions around the COVID-19 pandemic, and the timing of our launch is based on market conditions.

We believe this plan

implementation provides maximum marketing efficiency and effectiveness as geo-targeted media can target customers of several dispensaries

The Resonate marketing plan for Koan products includes location-based programmatic content, out-of-home promotion, in

dispensary promotion, budtender training, and budtender events.

Several high-quality product launch events are also being planned.

products will also be supported by an on-going social media campaign designed by a leading agency with significant experience

in the cannabis-wellness industry.

Resonate has a Chief of Creative Design and a Marketing Director both responsible for

the marketing plans and execution of those plans.

there are a number of high-quality cannabis product manufacturers such as Candescent, Beboe, Dosist, Papa & Barkley each specialize

in several product effects or specific delivery systems.

Resonate’s Koan products are unique in both their delivery system

and their highly targeted experiences.

is a Schedule-I controlled substance under the Controlled Substances Act and is illegal under federal law.

It remains illegal

under United States federal law to grow, cultivate, sell or possess marijuana for any purpose or to assist or conspire with those

Additionally, 21 U.S.C.

856 makes it illegal to “knowingly open, lease, rent, use, or maintain any place, whether

permanently or temporarily, for the purpose of manufacturing, distributing, or using any controlled substance.”

those states in which the use of marijuana has been authorized, its use remains a violation of federal law.

Since federal law

criminalizing the use of marijuana is not pre-empted by state laws that legalize its use, strict enforcement of federal

law regarding marijuana would likely result in the Company’s clients’

inability to proceed with their operations,

which would adversely affect demands for the Company’s products.

and regulations affecting the medical and adult-use marijuana industry are constantly changing, which could detrimentally affect

the Company’s clients and, in turn, the Company’s operations.

Local, state and federal marijuana laws and regulations

are broad in scope and subject to evolving interpretations, which could require the Company’s clients and thus the Company

itself to incur substantial costs associated with modification of operations to ensure such clients’

violations of these laws, or allegations of such violations, could disrupt the Company’s clients’

business and result

in a material adverse effect on the Company’s operations.

In addition, it is possible that regulations may be enacted in

the future that will limit the amount of cannabis growth or related products that the Company’s commercial clients are authorized

The Company cannot predict the nature of any future laws, regulations, interpretations or applications, nor can it

determine what effect additional governmental regulations or administrative policies and procedures, when and if promulgated,

could have on its operations.

the use of marijuana is illegal under federal law, there is a compelling argument that banks cannot lawfully except for deposit

funds from businesses involved with marijuana.

Consequently, businesses involved in the cannabis industry often have trouble finding

a bank willing to accept their business.

The inability to open bank accounts may make it difficult for the Company’s clients

to operate and their reliance on cash can result in a heightened risk of theft, which could harm their businesses and, in turn,

harm the Company’s business.

Additionally, some courts have denied marijuana-related businesses bankruptcy protection, thus,

making it very difficult for lenders to recoup their investments, which may limit the willingness of banks to lend to the Company’s

clients and to the Company itself.

the United States, many marijuana-related businesses are subject to a lack of adequate insurance coverage.

In addition, many insurance

companies may deny claims for any loss relating to marijuana or marijuana-related operations based on their illegality under federal

law, noting that a contract for an illegal transaction is unenforceable.

Resonate Blends does its own research

and development.

It uses third party experts to support its own efforts and controls its own formulation, designs and delivery

This company conducts research on refining effects based on the Entourage Effect and in complementary areas

of adaptogens and plant medicine.

company is protecting its formulas, designs, marketing language and digital assets through copyright and the United States Patent

and Trademark Office.

The company currently owns numerous domain names, Koan®;

The Active Ingredient is You™

and is in process with several other terms.

All of the company’s digital assets and product packaging is being copyrighted.

Marketing Business

Products and Services

are an online mobile marketing platform service that will connect merchants with their customers and allow them to drive loyalty

and repeat business in a non-intrusive, value added medium.

We provide a mobile marketing platform where merchants can send customers

the most up-to-date offers, discounts, alerts and events schedules, such as, for instance, happy hours, trivia night, and other

The consumer can also access specials and promotions that merchants choose to distribute through us by opting keywords

designated to the merchant’s keywords.

This allows consumers to take their information wherever they go and learn about

the latest buzz as soon as it is available, providing the consumer with events, deals, and messages on their cell phone

via SMS messaging.

We are a mobile marketing platform that connects the mass consumer to the content that they crave –

anytime, through virtually any mobile device for all local events and promotions.

mobile marketing solutions apply to any industry, offering a new and innovative way to reach out to a merchant’s customer

Some examples include:

guest promotions, reminders, new rates, fitness tips;

happy hours, special events, discount pricing;

invite only trunk show, spring sale, discount on a clothing line, carrying a new line of clothes;

special promotion for teeth whitening;

Relations –

sending notifications to investors on news alerts and company updates;

Marketing –

promoting marketing updates from global clients using SMS in their portfolio;

promotion on products, new line of products, introducing a new stylist;

Dine about town participation, discount coupons;

Estate Agents –

Introducing a new home on the market, price reduction, or an open house event.

Additionally,

we are a mobile marketing platform that allows merchants to get more impact out of their promotions.

Our merchants will be able

to recommend promotions to their customers proactively, which will help merchants increase foot traffic and revenue.

the information that is being collected, our merchants can better target their clients.

This system empowers merchants and enables

them to adjust programs at a moment’s notice.

will need to pay our management team and consultants that assist with managerial and administration efforts in the next twelve

We have six (6) employees at Resonate Blends, Inc., including a CEO, COO, CIO, Product Director, Chief Creative

Designer and Marketing Director.

Textmunication, Inc., our SMS subsidiary, has 5 full-time employees, including a CEO, VP of Sales,

Marketing Director, Customer Service Manager and Lead Technical Developer that assists with development, systems engineering,

and platform maintenance.

We have employment agreements or written consulting agreements with all our personnel at Resonate Blends,

and an employment agreement with Textmunication, Inc.

CEO, Wais Asefi.

We don’t have employment agreements with any

other employee at Textmunication, Inc.

outside of Mr.

order to compensate all of the above managerial and administrative support, we estimate we will require $850,000 in new revenue

and funding over the next twelve months.

we continue to grow, additional resources will be added to assist in advisory services, such as operations, governance, supply

chain, product development and wellness expertise.

plan on hiring at least two advisors to Resonate Blends, Inc.

to cover the areas listed above.

We also look to hire two

additional Board Directors with the expertise to guide our holding company.

We anticipate the Director and Advisory positions

to be paid mainly in restricted stock.

initial products are a completely unique class of products called Cordials.

These blends offer a wide range of experiences not

currently available in the cannabis market.

Our Cordials are water-soluble and use emulsification technology to allow for quick

onset and a sustained and nuanced experience.

Single dose, healthful, subtle in taste, cordials are an ideal way for people to

gently intentionally improve their well-being.

They can be sipped directly or substituted for alcohol as a cocktail mixer.

Resonate’s

Cordials have been developed in partnership with an award-winning advanced infusion technology partner and are targeted for commercial

release in late Q1 of 2021.

The company plans to offer six unique blends at its initial release.

preparation for the upcoming release, we have formalized contracts with our logistical, manufacturing and marketing partners

and are building a digital native strategy supporting direct to consumer sales.

This release will be followed with our second

product line that is already in full development and is expected for targeted commercial release before the end of 2021.

principal executive office is located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302.

Our executive telephone number is

(571) 888-0009.

Company signed a custom development contract with Vertosa in March of 2020, the leading provider of safe, reliable emulsion bases

for infused product developers.

This contract was a major milestone for the Company as it selected its strategic partners to develop

innovative products and solutions.

is an award-winning strategic partner who will assist the Company in the launch of its first unique category of six water soluble

These multi-use products deliver specific, predictable, reliable, effects in a format that is completely unique in the

The first product developed collaboratively is the Cordial product line, but both companies expect several other products

to be developed over time utilizing Vertosa’s emulsification technology in support of Resonate’s experience targeting

Vertosa and Resonate teams share a mission of maximizing the benefits of cannabinoids and plant medicine.

Resonate selected Vertosa

as a development partner because the Vertosa systems’

industry leading emulsification technology makes them highly stable,

bioavailable, and water compatible.

All of Vertosa’s inactive base materials are FDA approved and are lab tested for quality.

Vertosa’s Hemp-derived CBD Emulsion System is now certified organic by CCOF , a United States Department of

Agriculture-accredited certifier and non-profit advocacy group, and the company has also received its Good Manufacturing

Practice (GMP) certification , confirming that its offerings follow regulations promulgated by the US Food and Drug Administration

and are safe, pure, and effective.

Manufacturing:

Company plans to partner with The Galley, a California licensed Type N –

Infused Products Manufacturer based in Santa Rosa,

The Galley produces and packages premium award-winning products and has worked with some of the most popular brands

in the industry.

The Galley is built to FDA and CDPH standards and is focused on high demand

areas of production –

Edibles, Topicals, Tinctures, Chocolate, Hard Candies, Gummies, Pre-Rolls, Flower, Vapes and Beverages.

and The Galley entered into a Master Services Agreement in which The Galley will manufacture and package Resonate’s first

family of products to precise specifications.

The Galley also has a Bureau of Cannabis Control (BCC) issued distribution license

in California and, along with other select distribution partners, will distribute Resonate’s products to retail establishments

throughout the state.

Galley and Resonate have been in frequent contact throughout Resonate’s development period and they are prepared to support

production of the Company’s unique family of wellness lifestyle products.

Resonate’s upcoming first of its kind offerings

are emulsified through the advanced infusion technology provided by award-winning Vertosa and collaboratively developed to push

the state of the art in its cannabis products.

Distribution:

of the unique nature of Resonate’s Koan products and the recent expansion of home delivery services in the cannabis industry,

Resonate has prioritized a direct-to-consumer method as their primary sales strategy.

Resonate is identifying a technology partner

who will add an e-commerce feature to the Koan web site that will allow the Company to sell products directly to consumers using

a licensed California state-wide delivery network for fulfilment.

addition to direct sales, the company plans to offer products to select premium dispensaries throughout California.

These products

will be delivered to retail establishments by a leading cannabis full service distributor.

is also developing relationships with a variety of complementary distribution channels such as subscription box companies and

other non-storefront reseller organizations.

and Sales Plan

cannabis industry is changing daily in response to updated regulations, customer product education, new interest from various

demographics and now the COVID-19 pandemic.

As a result, we are constantly attentive to these changes as they affect the marketing

of our products.

Our initial marketing strategy was to launch in select dispensaries in Los Angeles and to support the launch

with dispensary promotional material and location-based marketing.

However, in the current market the Company has decided to modify

this strategy.

Paradoxically, retail restrictions and safety regulations were actually beneficial for us, as these allowed us

to reprioritize our sales approach and to build a marketing plan around on-line dispensaries with wide delivery networks.

retail restrictions will eventually be relaxed, we do not expect that storefront dispensaries will return to the dominant role

they played in the cannabis industry before COVID-19 for several reasons.

are generally small, making social distancing difficult.

Limitations on a customers’

ability to touch and smell products

reduces the value of in-person shopping.

Restrictions on the number of people allowed in these small spaces will create waiting

lines outside stores, which will be inconvenient and even embarrassing for some.

Finally, we have learned that a significant number

of customers, particularly in our targeted demographic, really prefer the privacy and convenience of having products delivered

to their homes.

For all these reasons, we have decided to focus our marketing budget for at least the next six to nine months

on supporting online and delivery outlets.

response to the sudden change in customer buying preferences, Resonate has accelerated our plan to sell directly to consumers.

We are in the process of partnering with an on-line platform which will allow us to communicate the value of our products directly

to consumers.

This platform will connect consumers to a licensed retail and California-wide home delivery network.

This direct-to-consumer

approach has significant benefits for us.

First, it allows us to control our brand messaging and to assure that we are able to

provide the information and education customers need to make confident and informed product choices.

Through this method, we also

have access to customer information which is not available from dispensaries, which allows us to employ successful marketing techniques

used by leading on-line retailers such as customer loyalty programs, memberships, ambassadors, etc., to build brand awareness

and increase sales.

It is also better for us financially as it increases our profit margin.

And, most exciting of all, upon launch,

Koan products will immediately be available throughout California.

our marketing budget and energy is now being channeled into appropriate programmatic advertising, developing informational materials

for customers on our website, and developing professional and effective social media, search engine optimization and direct to

consumer marketing campaigns.

We will also offer training and market support to select premium California dispensaries.

that building our brand online will complement retail sales by increasing customer awareness and creating “pull-through”

at brick-and-mortar facilities.

Koan Product - Resonate Growth Plans

the first 12 months, Resonate will concentrate on releasing product and brand building in our home state of California.

plans to follow the launch of its first six Koan products with others based on The Resonate System at regular intervals.

Our formulas,

combined with the proprietary Vertosa technology, will allow the Company to quickly deliver controlled, predictable, enjoyable

effects in beverages, teas, and other innovative and unique products.

Vertosa is the leading provider of emulsification

technology for cannabis manufacturers.

Emulsification allows cannabinoids to become water-soluble so that they can be added to

Cordials, beverages, gummies, etc.

Vertosa and Resonate are engaged in joint research focusing on effects of various emulsification

methods on cannabinoids.

We are working on methods that improve user experience by refining effects and managing bioavailability.

Vertosa will also be providing the emulsification required for formulas in Resonate’s product line.

cannabis industry is in its infancy.

Resonate’s growth strategy is to create an innovative ecosystem of companies, investments

and research that all support The Resonate System and our mission of empowering the wellness market.

In addition to creating our

“house”

brands, the Company is also looking for other quality brands which could be incubated or targeted as either

strategic partners or as acquisitions.

Integrating these companies, we believe will provide consistent product quality that yields

expected results and that also allows us to build a stable, successful company overall.

Resonate’s

first commercial release will be a family of six precisely targeted effect blends.

These products are category-breaking offerings

as they are neither tinctures nor beverages but have the benefits of both.

They are emulsified, water soluble, single-dose formulas

that can be enjoyed privately or shared socially.

Resonate plans to make these available initially in California in stylish mini

bottles, each containing a single dose.

They can be sipped directly from the bottle or poured into beverages.

Koan products offer

the very high bioavailability of tinctures not possible to deliver with edibles, take effect generally within minutes and provide

benefits for approximately 3 hours.

Significantly, these formulas all provide a pleasant predictable experience, a gentle onset

and exit and have no unpleasant sensations or aftereffects sometimes associated with cannabis products.

Our current products are

rich with a hint of THC, Calm is formulated to quiet your mind and ease you into a gentle sense of wellbeing.

highest THC offering, Wonder is carefully crafted to bring back that youthful sense of wonder and awe we feel when we are fully

engaged with our senses and environment.

is a subtle combination of cannabinoids and terpenes formulated to bring your mind, body and spirit back to an even state of harmony

and homeostasis.

is formulated to stimulate your senses, spark your imagination and channel your inner muse.

Led by a stimulative blend of terpenes

and just the right amount of THC to inspire and facilitate the artist in you.

formulated Play to help you become fully immersed in the moment and the people around you.

From the park to the beach to the dance

floor, Play helps you find your groove and keep it going.

on your rose-colored glasses and give everything some extra sparkle with Delight.

Designed to open up your senses, raise your

spirits and brighten your day

cannabis market still primarily consists of products of varying quality and poor branding.

Much of the branding is heavy “stoner”

or hospital medicinal, and differentiation between products is difficult.

As a result, finding a product with controllable, consistent

effects is difficult.

Even products of high and reliable quality all look alike and have no shelf appeal.

In addition, there is

a mismatch between the fastest growing demographic and many current product offerings, which are designed to be inhaled.

is exactly why we have developed Koan Cordials, tasty, single dose, healthy cannabis products with timeless, exceptional branding.

As the market matures, some companies are recognizing the importance of branding.

Branded category leaders represent the 10 spots

among best-selling products and sales data supports the desire among consumers for branded products.

This is further supported

by Headset, data (the leading industry provider of retail buying patterns), which shows that brands are leading every category

Further, branded products command higher prices.

Some branded products generate pricing as high as 150%, over

industry average.

The Resonate team excels in product branding.

is no product in the marketplace exactly like our Koan products at this time.

Other companies offer tinctures (which are concentrated

herbal extracts made by soaking the bark, berries, leaves (dried or fresh), or roots from one or more plants in alcohol or vinegar),

tea, salves, patches and cosmetics and vapes, and some of them provide effects which may be similar to those the Koan products

will provide, but we believe that none are equal to ours with respect to quality, efficacy, consistency and scope.

are water soluble and can be enjoyed privately or poured in beverages and shared socially.

We believe that the total experience

offered by our products cannot be found elsewhere in the industry.

there are a number of very fine products in the premium cannabis space, there is not yet a dominant brand in any category.

are leading but no brand dominates.

Data indicates that our targeted demographic seeks out trusted brands when making product

Resonate is bringing to market custom, reliable, experience-targeted products.

which can be sipped or shared, offered

under a well-crafted brand supported by an accessible information system.

We provide The Resonate System so customers can understand

what to expect and can make informed confident selections.

Sale of SMS Business

recently sold Textmunication, Inc., our mobile marketing subsidiary for the health, fitness and wellness sectors.

and a group of shareholders (hereinafter referred to as, the “Asefi Group”), including Wais Asefi, our former Chief

Executive Officer and director, have entered into a Purchase Agreement, dated as of May 22, 2020, pursuant to which we have agreed

to sell Textmunication, Inc.

to the Asefi Group.

consideration for the sale of Textmunication, Inc.

consisted of 4,822,029 shares of common stock of our company that belong to

Wais Asefi and other members of the Asefi Group, and which were cancelled in the transaction.

The 4,822,029 shares had a current

market value of $337,542, based on our sales price of $.07 per share as of May 22, 2020.

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-K

Item 1. Business