What changed in this filing

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Item 1. Business

2022-04-15 compared with 2021-04-15 · 292 added, 240 removed, 36 unchanged (94% of the section changed)

October 25, 2019, Resonate Blends, Inc.

(formerly Textmunication Holdings Inc.) announced its entry into the cannabis industry

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 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.

(formerly Textmunication Holdings Inc.) announced its entry into the cannabis industry 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 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

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

in Calabasas, California, Resonate Blends, Inc.

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 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

consistent consumer brands.

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

specifically to deliver reliable, effective, beneficial experiences.

is committed to helping you live the life you love.

We do not make the medicinal vs.

in Calabasas, California, Resonate Blends is a cannabis holding company centered on valued-added holistic Wellness and Lifestyle brands.

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.

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 the Company

believes is the industry gold standard in user experience.

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

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

reliable, effective and beneficial experiences.

is committed to helping people live the life they love, but they 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.

legal separation in some states that should soon cease to exist.

The Company believes in wellness for the whole person, including

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

is designing experiences which should improve all areas of ones’

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.

This is the Company’s mission.

By integrating science, technology,

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

has a broad range of unique characteristics, and they are dedicated to harnessing and amplifying those characteristics to support healthy

empowered and engaged lifestyles.

From product development through customer communication, they 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 its 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 currently is crucial.

communicate the breadth of wellness products that Resonate is developing, the Company 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

to select the products that best fit their lifestyle and health objectives.

Koan products are dedicated to the efficacy and precision

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

This system helps users easily select which product

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

human connection and joy.

Koan 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”).

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,

the Koan team has unlocked new plant constituent combinations resulting in unique, enjoyable and extremely effective wellness

products unlike anything else in the marketplace.

Resonate has filed a provisional patent for protection of 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 to

select the products that best fit their lifestyle and health objectives.

Koan products are dedicated to the efficacy and precision of

functional experience targets across a broad range of product categories.

Resonate’s

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.

These blends offer a wide range of experiences not currently

available in the cannabis market.

Cordials are water-soluble and use nano-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 intentionally improve their

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

A significant competitive advantage is that

the Cordials allow users to select both the experience they want and the beverage they choose to enjoy them in.

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.

Cordials have been developed in partnership with an award-winning advanced infusion technology partner and were launched to the

retail channel in late Q2 of 2021.

The company is offering six unique formulations and expects to launch an additional blend “Love”

Q1 2022 and a “Sleep”

formulation in Q2 2022.

The Cordials were awarded the Golden Leaf Award as “Best New

Brand of 2021”

at the “Luxury Meets Cannabis Conference”

held in New York City in December.

Resonate also won a

Cannabis Clio Award for “Brand Design”

also in December.

has formalized contracts with logistical, sales and marketing partners to build a digital native strategy supporting Direct-to-Consumer

The Direct-to-Consumer (D2C) sales platform launched in October and now allows California consumers the ability to order on-line

and have the Cordials home delivered in most metro areas within four hours.

Based on customer demand, the Company is creating a “singles”

option for the Cordials which will be available in early 2022 and a multi-dose option shipping in early Q2 2022.

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

The 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 products.

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

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 addition to the new Cordial blends, the company

also expects to launch a unique edible product line to the market in mid-2022.

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.

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.

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.

In addition, Vertosa

is expanding into other legal states, and this paves the way for Resonate to follow behind moving beyond California while still assuring

strict standards and high production quality for Koan products.

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.

Company partnered with The Galley, a California licensed Type N –

Infused Products Manufacturer based in Santa Rosa, California.

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.

Resonate Blends was granted a Type S:

Shared Facility - Adult

and Medicinal Cannabis Manufacturing License on July 23, 2021.

The license allows Resonate Blends to manufacture cannabis products at

the licensed facility of The Galley.

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.

Galley and Resonate have been in frequent contact throughout Resonate’s development period and are now supporting the production

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

Resonate’s 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.

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 a key sales strategy.

Resonate has identified 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.

These products will

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

The Company contracted with The Vault 3PL to provide

logistics and state-wide distribution for Resonate’s Koan Cordials, its product line of unique experience blends currently available

in California.

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

reseller organizations.

Company partnered with leading e-commerce technology provider Grassdoor in October to allow online sales of Koan Cordials throughout

The Grassdoor partnership powers same-day delivery service of Resonate’s six precision-calibrated formulas throughout

Northern and Southern California.

summarize, Resonate has signed and announced definitive agreements with various partners to execute on its overall business strategy.

Vertosa is expected to develop unique formulations through its advanced nano-emulsification process, The Galley is expected to assemble

and package, Grassdoor’s e-commerce solution is expected to offer online sales and home delivery in California of Cordials and

Vault 3PL Distribution to distribute the products.

Resonate engaged with The Flower Agency to actively market social media channels to

the California market.

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.

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 Koan products.

The 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 beneficial, as these allowed Resonate to reprioritize their sales approach and to build

a marketing plan around on-line dispensaries with wide delivery networks.

Although retail restrictions will eventually be relaxed, the

Company doesn’t 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”

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, a significant number of customers, particularly in targeted

demographics, prefer the privacy and convenience of having products delivered to their homes.

For all these reasons, Resonate has decided

to focus sales efforts on select high-end retail dispensaries and on-line, delivery and e-commerce outlets.

response to the sudden change in customer buying preferences, Resonate has implemented a plan to sell directly to consumers, by partnering

with an on-line platform which will allows them to communicate the value of their 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

First, it allows Resonate to control brand messaging and to assure that we can provide the information and education customers

need to make confident and informed product choices.

Through this method, they have access to customer information, which is not available

from dispensaries, which allows them 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 them financially as it increases

profit margin.

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

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

marketing campaigns.

We also offer market support to select premium California dispensaries both in person and thorough the Leaf.VIP

budtender training program.

The Company expects that building its 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.

is currently recruiting two internal sales managers to oversee all sales efforts in Northern and Southern California.

The Company is planning an in-house sales strategy for early Q1 2022 to maximize both the dispensary outreach and budtender education

and to increase Direct-to-Consumer (D2C) sales platform activity.

While wellness dispensaries will be a focus for the Company,

the customer acquisition focus will be heavily tilted towards the D2C portal starting in 2022.

expansion through licensing arrangements with the Cordials is also being planned.

Several retailers in multiple states have reached out

to Resonate requesting the Cordials to be stocked in their dispensaries.

The Company is currently evaluating where and when to open

new states outside of California.

September 9, 2021, we entered into a binding letter of intent with L & G USA Inc., a Delaware corporation and L & G Canada Inc.,

an Ontario corporation (together “Seller”), and the stockholders of Seller, pursuant to which the Company planned to acquire

substantially all of the assets from Seller associated with the Lemon & Grass business and the Koan business (the “Acquisition”).

October 27, 2021, the Company terminated the agreement and the Acquisition.

The Company is still in discussions with Seller, and the

Company may or may not go through with a transaction with Seller, but if the Company does, the terms will change from the previous agreement.

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.

first commercial release was 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-serving blends that can

be enjoyed privately or shared socially.

Resonate offers these across California in stylish mini bottles, each containing a single serving.

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

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.

The current products are as follows:

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.

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

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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.

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.

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

Designed to open up your senses, raise your spirits

and brighten your day.

Products - Resonate Growth Plans

the first 12-18 months, Resonate concentrated on releasing product and brand building in California, and possibly new state expansion

if the proper opportunities exist.

Resonate is following the launch of its first six Koan products with others based on The Resonate

System at regular intervals, and they plan to release their “Love”

in Q1 2022 and “Sleep”

Cordials in Q2.

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

effects in beverages, teas, and gummies.

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.

Resonate is 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 its mission of empowering the wellness market.

In addition to creating “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 should provide consistent product quality that yields expected results and that also allows

scalability to make a successful company overall.

The Company is actively seeking potential acquisition roll-ups into the holding company

that could offer product synergies, new product development and shared resources in critical areas of the Company.

Property (“IP”) development and protection continues as a core area of value creation for Resonate.

The Company has developed

the world’s first Cannabis Cordial.

The Koan Cordials combine THC (psychoactive), CBD (non-psychoactive) with botanical terpenes

to deliver an all-natural, plant-derived, single-dosed experience that can be enjoyed straight out of the bottle or poured into any beverage.

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

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

consumer brands that deliver the expected experience.

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

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

It is therefore critical for Resonate to protect its methods, formulations and packaging.

June 14, 2021, the Company successfully filed a Provisional Patent Application with the US Patent & Trademark Office (USPTO) entitled

“Cannabis Nano-Emulsions for Achieving a Reliable, Targeted, Specific and Repeatable User Experience.”

The invention relates

to methods and formulations including a combination of cannabinoids and terpenes calculated and specifically formulated to achieve a

targeted, specific and repeatable user experience.

The Company is also filing for patent protection on its unique product packaging and

anticipates filing for other protections on new product development.

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

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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.

In addition, there is a mismatch

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

This is exactly why Resonate

has 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 in cannabis.

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.

is no product in the marketplace exactly like 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 few

are equal to Koan with respect to quality, efficacy, consistency and scope.

Koan products are water soluble and can be enjoyed privately

or poured in beverages and shared socially.

Resonate believes the total experience offered by Koan 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.

Some are leading

but no brand dominates.

Data indicates that Resonate’s targeted demographic seeks out trusted brands when making product selections.

Resonate is bringing to market custom, reliable, experience-targeted products which can be sipped or shared;

and offered under a well-crafted

brand supported by an accessible information system.

The Company provides The Resonate System so customers can understand what to expect

and can make informed confident selections.

there are six employees, comprised of 3 C-level executives and managers of brand, marketing and sales.

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